UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB


   [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934

                    For the fiscal year ended March 31, 2006

   [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934
                        For the transition period from to

                        ----------------------------------

                        Commission file number 000-51594

                             KONIGSBERG CORPORATION
                             ----------------------
                 (Name of small business issuer in its charter)

                    Nevada                              98-0455906
           ----------------------          ----------------------------------
           (State of organization)        (I.R.S. Employer Identification No.)

     90  Reynolds  St.,  Oakville,  Ontario             L6J  3K2
    ---------------------------------------        --------------------
    (Address of principal executive offices)           (Zip Code)


                    Issuer's telephone number: (905) 330-1189

      SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE EXCHANGE ACT:

                                      NONE

<PAGE>

Check  whether  the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
for such shorter periods that the registrant was required to file such reports),
and  (2)  has been subject to such filing requirements for the past 90 days. Yes
[X]  No  [ ]

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  contained in this form, and no disclosure will be contained, to
the  best  of  the  registrant's  knowledge,  in definitive proxy or information
statements  incorporated  by  reference  in  Part III of this Form 10-KSB or any
amendment  to  this  Form  10-KSB.  [ ]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).  Yes [ ] No [X].

The issuer's revenues for its most recent fiscal year were $-0-.

The  aggregate  market value of the issuer's voting and non-voting common equity
held by non-affiliates computed by reference to the average bid and ask price of
such  common  equity  as of June 1, 2006, was approximately $35,814,000.

At  June  19,  2006,  there  were 78,100,000 shares of the Issuer's common stock
outstanding,  which  amount  does  not include an aggregate of 183,334 shares of
common stock which we sold pursuant to private placements of our common stock in
April  2006,  which  shares  have  not  been  issued  to  date.

<PAGE>

                                TABLE OF CONTENTS

                                     PART I

ITEM 1.     DESCRIPTION OF BUSINESS                                          4

ITEM 2.     DESCRIPTION OF PROPERTY                                          10

ITEM 3.     LEGAL PROCEEDINGS                                                13

ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS              13

                                     PART II

ITEM 5.     MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS         13

ITEM 6.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION        16

ITEM 7.     FINANCIAL STATEMENTS                                             F-1

ITEM 8.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
            AND FINANCIAL DISCLOSURE.                                        28

ITEM 8A.    CONTROLS AND PROCEDURES.                                         28

ITEM 8B.    OTHER INFORMATION.                                               28

                                    PART III

ITEM 9.     DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
            COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.               28

ITEM 10.    EXECUTIVE COMPENSATION.                                          30

ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
            RELATED STOCKHOLDER MATTERS.                                     30

ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                   31

ITEM 13.    EXHIBITS                                                         32

ITEM 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES.                          33

SIGNATURES                                                                   34

<PAGE>

                                     PART I

FORWARD-LOOKING STATEMENTS

ALL  STATEMENTS  IN  THIS DISCUSSION THAT ARE NOT HISTORICAL ARE FORWARD-LOOKING
STATEMENTS  WITHIN  THE MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF
1934,  AS AMENDED. STATEMENTS PRECEDED BY, FOLLOWED BY OR THAT OTHERWISE INCLUDE
THE  WORDS  "BELIEVES",  "EXPECTS",  "ANTICIPATES",  "INTENDS",  "PROJECTS",
"ESTIMATES", "PLANS", "MAY INCREASE", "MAY FLUCTUATE" AND SIMILAR EXPRESSIONS OR
FUTURE  OR  CONDITIONAL  VERBS  SUCH AS "SHOULD", "WOULD", "MAY" AND "COULD" ARE
GENERALLY  FORWARD-LOOKING  IN  NATURE  AND  NOT  HISTORICAL  FACTS.  THESE
FORWARD-LOOKING  STATEMENTS  WERE  BASED  ON  VARIOUS  FACTORS  AND WERE DERIVED
UTILIZING  NUMEROUS IMPORTANT ASSUMPTIONS AND OTHER IMPORTANT FACTORS THAT COULD
CAUSE  ACTUAL  RESULTS  TO  DIFFER  MATERIALLY FROM THOSE IN THE FORWARD-LOOKING
STATEMENTS.  FORWARD-LOOKING  STATEMENTS  INCLUDE THE INFORMATION CONCERNING OUR
FUTURE FINANCIAL PERFORMANCE, BUSINESS STRATEGY, PROJECTED PLANS AND OBJECTIVES.
THESE  FACTORS  INCLUDE,  AMONG  OTHERS,  THE  FACTORS SET FORTH BELOW UNDER THE
HEADING  "RISK  FACTORS." ALTHOUGH WE BELIEVE THAT THE EXPECTATIONS REFLECTED IN
THE  FORWARD-LOOKING  STATEMENTS  ARE  REASONABLE,  WE  CANNOT  GUARANTEE FUTURE
RESULTS,  LEVELS OF ACTIVITY, PERFORMANCE OR ACHIEVEMENTS. MOST OF THESE FACTORS
ARE DIFFICULT TO PREDICT ACCURATELY AND ARE GENERALLY BEYOND OUR CONTROL. WE ARE
UNDER  NO OBLIGATION TO PUBLICLY UPDATE ANY OF THE FORWARD-LOOKING STATEMENTS TO
REFLECT  EVENTS  OR  CIRCUMSTANCES  AFTER  THE  DATE  HEREOF  OR  TO REFLECT THE
OCCURRENCE  OF  UNANTICIPATED  EVENTS.  READERS ARE CAUTIONED NOT TO PLACE UNDUE
RELIANCE  ON  THESE  FORWARD-LOOKING STATEMENTS. REFERENCES IN THIS FORM 10-KSB,
UNLESS  ANOTHER  DATE  IS  STATED,  ARE  TO  MARCH 31, 2006. AS USED HEREIN, THE
"COMPANY," "KONIGSBERG," "WE," "US," "OUR" AND WORDS OF SIMILAR MEANING REFER TO
KONIGSBERG  CORPORATION.

ITEM 1. DESCRIPTION OF BUSINESS

BUSINESS HISTORY

We  were  incorporated in Nevada on November 3, 2004, as Konigsberg Corporation.
On  April 12, 2006, our Board of Directors approved a 4:1 forward stock split to
shareholders  of  record  as  of April 25, 2006 (the "Forward Stock Split"). The
Forward  Stock  Split  affected  our  issued  and  outstanding,  as  well as our
authorized  shares  of  common  stock,  and as a result, after the Forward Stock
Split,  we had 400,000,000 shares of common stock authorized with a par value of
$0.001  per  share.

                                        4
<PAGE>

On  April  17, 2006, we filed a Certificate of Change Pursuant to Nevada Revised
Statutes  78.209  ("Certificate")  to  our  Articles  of  Incorporation with the
Secretary of State of Nevada, which became effective April 25, 2006, to affect a
the Forward Stock Split. Subsequent to the filing of the Certificate, we filed a
Certificate  of Correction ("Correction") with the Secretary of State of Nevada,
to  correct  the  Certificate,  which  Correction clarified that our 100,000,000
shares of authorized preferred stock, $0.001 par value, were not affected by the
forward  stock  split.

As a result of the filing of the Certificate and Correction thereto, we now have
400,000,000 shares of common stock authorized, $0.001 par value, and 100,000,000
shares  of  preferred  stock  authorized,  $0.001  par  value per share.  Unless
otherwise  stated,  all shares amounts used in this  10-KSB  (other  than  those
disclosed in the attached audited financial statements) are  reflected  in  post
Forward  Stock  Split  amounts.

STOCK PURCHASE AGREEMENT

On  March  27,  2006,  our then Chief Executive Officer and Sole Director, Susan
Downing, entered into a Stock Purchase Agreement (the "Purchase Agreement") with
Adam  Cegielski,  who  up  until  that  time  had  not  been affiliated with us.
Pursuant  to  the  Purchase  Agreement,  Mr.  Cegielski  purchased forty million
(40,000,000)  shares  of  our  common  stock  from  Ms.  Downing  for  aggregate
consideration  of  $30,000. The Purchase Agreement closed on March 27, 2006 (the
"Closing").

As  a result of the Closing, Mr. Cegielski obtained majority voting control over
the  Company,  as  the 40,000,000 shares which he purchased constituted 51.5% of
the  Company's  outstanding shares of common stock based on 77,600,000 shares of
common  stock  outstanding  as  of  March  27,  2006  (the "Change in Control").

In  connection  with  the  Change  of Control of the Company, the Company's then
Chief  Executive Officer, President, Principal Accounting Officer, Treasurer and
Secretary,  Susan  Downing,  resigned  on  March 27, 2006, and Mr. Cegielski was
appointed  as  the  Company's  Chief  Executive  Officer,  President,  Principal
Accounting  Officer,  Treasurer  and  Secretary.

Additionally,  on  March  27,  2006,  Ms. Downing resigned as the Company's sole
Director  and  Mr. Cegielski was appointed as the Company's sole Director by the
Company's  majority  shareholders,  to  fill  the  vacancy left by Ms. Downing's
resignation.

BUSINESS OPERATIONS

We  are  an exploration stage company engaged in the acquisition and exploration
of  mineral  properties.  We  acquired a 100% undivided interest in four mineral
claims  known  as the "Nanaimo Lake Claims," comprised of a four unit grid claim
block totaling 100 hectares located nine miles southeast of the town of Nanaimo,
British  Columbia  between  the  two  Nanaimo Lakes located on Vancouver Island,
British  Columbia  in  November  2004.  On  November 29, 2005, two of the claims
expired,  and  the remaining two claims expire on November 18, 2006 and December
10,  2006,  respectively.  Title  to  the  mineral claims are held by our wholly
owned subsidiary, Konigsberg Exploration Inc. We do not currently have any plans

                                        5
<PAGE>

to  extend  these  claims,  as  we  currently  plan to focus solely on our joint
venture  in  connection  with  exploration  and  development  activities  in the
"Yoquivo Property," which we have entered into an Option Agreement in connection
with,  as  described  below.

OPTION  AGREEMENT

On  April  13,  2006,  we  entered  into  a letter of intent with a wholly owned
subsidiary  of Sydney Resource Corporation (TSXV - SYR) ("Sydney") to earn up to
a  75%  joint  venture interest in the Yoquivo Au-Ag property located in Sonora,
Mexico (the "Yoquivo Property" and the "Letter of Intent"). The Yoquivo Property
represents  approximately  7,000  acres  of  land.

On  May  31,  2006, we and Sydney entered into an Option Agreement regarding our
ability  to  earn  up  to  a  75%  interest in the joint venture interest in the
Yoquivo  Property  (the  "Option  Agreement").

Pursuant to the Option Agreement, Sydney granted us the right to earn an initial
(First  Option)  undivided  50%  interest  in  and  to the mineral rights to the
Yoquivo  Property in exchange for the following cash, share and work expenditure
considerations  to  be  delivered/met over a 24 month period from the signing of
the  letter  of  intent,  as  more  specifically  detailed  below:

     A.   Our making,  in  favor  of  Sydney,  the  following  cash  payments
          totaling  $200,000  dollars  over  a  90  day  period:

          i)  $25,000  within  five  days  of  signing  of the Letter of Intent,
          which  we  have  paid  as  of  the  date  of  this  filing,

          ii)  an  additional  $75,000  within  30 days of signing the Letter of
          Intent,  which  we  have  paid  as  of  the  date  of this filing, and

          iii)  an  additional  $100,000  within  90  days of signing the Option
          Agreement,  which  we  have  not paid as of the date of this filing.

     B.   Our  issuing  1,000,000  shares  of  restricted  common  stock:

          i)  500,000  shares  of  common  stock  within  30 days of signing the
          Letter  of Intent, which we have issued as of the date of this filing,
          and

          ii)  An  additional  500,000  shares  of common stock within 12 months
          of signing of this Letter of Intent, which shares have not been issued
          as  of  the  date  of  this  filing.

     C.   Our completing  the  following  cumulative  exploration  expenditures
          on  the  Yoquivo  Property totaling $1,000,000 over a 24 month period,
          including:

          i)  $250,000  in  cumulative  exploration  expenditures  within  the
          first  6  months  after  signing  the  Letter  of  Intent,

                                        6
<PAGE>

          ii)  $600,000  in  cumulative  exploration  expenditures  within  12
          months  of  signing  the  Letter  of  Intent,  and

          iii)  $1,000,000  in  cumulative  exploration  expenditures  within 24
          months  of  signing  the  Letter  of  Intent.

We  have  spent  $0  on  exploration expenditures as of the date of this filing.

The  initial  cash  payment of $100,000 and issuance of 500,000 shares of common
stock,  which  have  already  been  made,  as  well  as  the initial exploration
expenditure  of  $250,000,  which  we  have yet to make are now final definitive
commitments  and  are  therefore  non-refundable, however all other payments and
expenditure  commitments are optional in the event we choose not to move forward
with  the  option.

Sydney  will  act as operator during the earn-in phase of the agreement and will
be  entitled  to  charge  a  management  fee  of 10% on all property exploration
expenditures and related head office overhead. A management committee consisting
of  two  representatives  of  each  company  will  be  formed  subsequent to the
companies  entry  into  the  Option  Agreement.  As  operator,  Sydney  will  be
responsible for proposal of exploration programs to the management committee. We
as funding partner are responsible for funding, in full, any and all exploration
programs  approved by the management committee in advance of the commencement of
exploration,  as well as being responsible for making all necessary property and
tax  payments  to  keep  the  property  in  good  standing.

Sydney  agreed  to  grant us a second option (the Second Option) pursuant to the
Option  Agreement,  to earn an additional 25% interest in the joint venture (for
75% total), subject to back-in provisions in favor of Sydney as indicated below,
under  the  following  terms  and  conditions:

     A.   Within  60  days  of  having  vested  an  initial  50% interest in the
          property making a cash payment in favor of Sydney of $250,000 dollars,

     B.   Within  60  days  of  having  vested  an  initial  50% interest in the
          property  issuing to Sydney an additional 1,000,000 common shares, and

     C.   Completing  an  additional  $1,500,000  in  exploration  expenditures
          on  the  property  within an additional 24 month period and making the
          necessary  cash payments to any vendor as per the terms and conditions
          of  the  underlying  agreement.

However,  should  we  successfully  exercise  the  Second Option, Sydney has the
one-time  right,  exercisable  within 90 days of us having vested all 75% of the
joint  venture, via the Second Option, to back into a 50% interest (the "Back In
Right")  in  the  property  by  making  a single cash payment to us equal to the
greater  of:

                                        7
<PAGE>

          i)  2.0  times  our  cumulative  exploration  expenditures  incurred
          under  the  terms  of  the  Second  Option,  exclusive  of acquisition
          payments;  or

          ii)  should  the  value  of  our  shares issued under the terms of the
          Second  Option  exceed  $1,500,000  on the date of the exercise of the
          Back  In  Right,  a  total  of  2.0  times  our cumulative exploration
          expenditures  incurred under the terms of the Second Option, exclusive
          of  acquisition costs, plus one half of the amount by which our shares
          exceed  $1,500,000.

Finally,  we  have the additional right, exercisable within 7 days of receipt of
notice  of  Sydney's  decision  to  exercise  its  Back  In Right, to extinguish
Sydney's  Back  In Right, through the issuance of an additional 1,000,000 of our
shares  of  common  stock  to  Sydney.

In  the event that we do not exercise our Second Option and/or act to extinguish
Sydney's  Back  In  Right, it is anticipated that a joint venture will be formed
between  the  parties  under  an industry standard joint venture agreement, with
each  party  owning  and paying expenses on a pro-rata basis based on their then
ownership  of  the  joint  venture.

The Option Agreement also provides that the joint venture agreement will include
a provision whereby in the event that the joint venture interest of either party
is  diluted  to a 10% working interest in accordance with the terms of the joint
venture  agreement, the diluted party shall revert to a 2.0% net smelter royalty
on the party, which is to be subject to an exclusive and irrevocable option held
by  the  non-diluted party to purchase such 2.0% net smelter royalty (i.e. 1.0%)
for  a  sum  of  $2.0  million.

DEVELOPMENT ACTIVITIES IN THE YOQUIVO PROPERTY

We  agreed  pursuant  to the Option Agreement to expend $1,000,000 in cumulative
exploration  activities  on  the  Yoquivo Property over a twenty-four (24) month
period,  beginning  on  the date we entered into the Letter of Intent (described
above),  if  we  choose to earn the First Option, representing a 50% interest in
the  mineral  rights to the Yoquivo Property. The goals of this initial phase of
exploration  include  evaluating  the  structural  setting of minerals which are
found  in the property and to find certain drilling targets to be tested as part
of  Phase  2  of  the  exploration  program.

Phase  1  of  the  exploration program on the Yoquivo Property is anticipated to
include:

     o    Detailed  structured  mapping,  to  identify  large  and  small  scale
          structural  controls,  which will include collecting additional ground
          samples. It is anticipated that this phase will take approximately six
          to  eight  weeks  to  complete  at  an  estimated  cost  of  $50,000;

     o    An Airborne  Magnetic  Survey  conducted  of  the Yoquivo Property via
          helicopter, which we hope will aid in the understanding and tracing of
          the large scale structural features of the property. It is anticipated
          that  this  phase  of the program will take approximately one month to
          complete  at  an  anticipated  cost  of  $55,000.

                                        8
<PAGE>

     o    Fluid Inclusion  Studies  of  selected  samples  taken  throughout the
          mineralized  area of the Yoquivo Property, to aid in the determination
          of  the  mineral  zones  found  throughout the property. This phase of
          exploration  is anticipated to take less than one month to complete at
          an  anticipated  cost  of  $10,000.

     o    Alteration  Study  and  Aster  Satellite  Image  Analysis, intended to
          better  understand  the  mineral distribution of the Yoquivo Property,
          including  the  potential identification of more favorable exploration
          and  drilling  locations.  It  is  anticipated  that this phase of the
          program  will  take  between  six  and  eight  weeks to complete at an
          anticipated  cost  of  $15,000.

     o    Underground  Sampling,  intended  to  gain  a greater understanding of
          the  controls on and nature of the mineralization within the property.
          It  is  anticipated that this phase of the exploration program will be
          ongoing  and  will  cost  approximately  $10,000.

Assuming  the successful completion and favorable results of the items above, we
anticipate being in a position to begin drill testing on the Yoquivo Property in
or  around  October  2006.

As  of  the filing of this report, we have spent $-0- on the exploration program
on the Yoquivo Property.  As explained above, we have committed to fund $250,000
in  exploration  costs regardless of whether we decide to proceed with the First
Option.

COMPETITION

We  are  an  exploration  stage  company. We compete with other mineral resource
exploration  and  development companies for financing and for the acquisition of
new mineral properties. Many of the mineral resource exploration and development
companies  with  whom  we compete have greater financial and technical resources
than  us. Accordingly, these competitors may be able to spend greater amounts on
acquisitions  of  mineral  properties  of merit, on exploration of their mineral
properties and on development of their mineral properties. In addition, they may
be  able to afford greater geological expertise in the targeting and exploration
of  mineral  properties.  This  competition  could  result in competitors having
mineral  properties of greater quality and interest to prospective investors who
may  finance  additional  exploration  and  development.  This competition could
adversely  impact  on  our ability to finance further exploration and to achieve
the  financing  necessary  for  us  to  develop  our  mineral  properties.

EMPLOYEES

We  have no employees as of the date of this filing other than our sole officer.

RESEARCH  AND  DEVELOPMENT  EXPENDITURES

We  have not incurred any research expenditures since our incorporation. We have
expended  $5,000 on our exploration program as of the date of this filing, which
amount  was  spent  on  our  prior Nanaimo claims, which claims we intend to let
expire.

                                        9
<PAGE>

SUBSIDIARIES

Konigsberg Explorations Inc., a British Columbia corporation, is our sole wholly
owned  subsidiary.  All  of  our  operations  are  currently  conducted  through
Konigsberg  Explorations Inc.  All references in this Annual Report to "us," the
"Company,"  "we,"  "Konigsberg,"  or  words  of  similar  meeting  include  the
operations  of  Konigsberg  Explorations  Inc.,  unless  otherwise stated or the
context  suggests  otherwise.

PATENTS  AND  TRADEMARKS

We  do  not  own,  either  legally  or  beneficially,  any  patent or trademark.

ITEM  2.  DESCRIPTION  OF  PROPERTY

                                  OFFICE SPACE

We  rent office space through Insight Consulting ("Insight"), a company owned by
our sole officer and Director at 90 Reynolds St., Oakville, Ontario L6J 3K2.  We
pay  approximately  $890 per month ($1,000 Canadian dollars) to Insight, for the
use  of  approximately  500 square feet of office space.  We do not have a lease
agreement  with  Insight.

                                YOQUIVO PROPERTY

We  have  entered  into  an  Option  Agreement  with  Sydney to earn up to a 75%
interest  in  the  mineral  interests  in  the  Yoquivo  Property.

LOCATION AND MEANS OF ACCESS TO THE PROPERTY:

The  Yoquivo  mining  district is located at the headwaters of the Mayo River in
the  northern  part of the Sierra Madre Occidental mountain range, approximately
30  miles  west  of San Juanito, Chihuahua, Mexico. Mining districts surrounding
the  Yoquivo  Property  include  the  mining district of Ocampo approximately 22
miles  to the northwest; the mining district of Candame a approximately 19 miles
west and the mining district of Maguarichic approximately 15 miles to the south.

The  mining  concessions  that  comprise  the  Yoquivo  Property  are located at
approximately 130 miles west south west of the city of Chihuahua, Mexico, in the
Municipality  of Ocampo, estate of Chihuahua. It is believed that mineralization
on the property, which encompasses a total of 28 square kilometers, occurs in an
area  of  approximately  4.5  square kilometers.  The property is accessible via
roads  and  a  small  scale  mill  exists  on  the  property.

DESCRIPTION  OF  THE  MINERAL  TITLES  HELD  IN  THE  YOQUIVO  PROPERTY:

The  Yoquivo  Property  is comprised of six (6) mining concessions El Dollar, La
Nina, La Restauradora, Dolores, San Francisco de Yoquivo and La Copa, which have
the  following  mining  concession  titles:

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<PAGE>

                 Name          Title No.      Concession Type
                 ----          ---------      ---------------

              El Dollar         214876         Exploitation
               La Nina          217475         Exploration
          La Restauradora       217476         Exploration
              Dolores           216491         Exploration
     San Francisco de Yoquivo   220851         Exploration
              La Copa           223499         Exploration


PAST HISTORY OF THE YOQUIVO PROPERTY (AS FAR AS KNOWN):

The  San  Andres  del Rio district, presently known as the Yoquivo District, has
been  mined  since  approximately  1867.  The  Yoquivo Property was mined by the
Yoquivo  Development  Company  of New York City ("YD Company") during the period
from  1908  to  1925.  The  first  650  tons  of ore which passed through the YD
Company  plant  during this time period yielded 36 grams of gold and 4,200 grams
of silver. High-grade ore from the YD Company plant averaged 1,540 grams of gold
and  224,000 grams of silver.  With reserves diminishing in 1924, the YD Company
terminated  its  mine  on  the  Yoquivo  District,  on  March  15,  1925.

In  the  mid  1970's  Cia.  Minera La Rastra, S.A., drove a tunnel approximately
1,000  feet  parallel  to the caved areas on the San Francisco Vein, in order to
access  1)  exposed  vein  intersections in the interior of the mine, 2) mineral
ores;  and  3) construct drill pads for testing the San Francisco vein at depth.
After  making five unsuccessful drill holes, the company withdrew from the area.

Mead  Exploration  Co.  of El Paso, Texas ("Mead"), leased the property in 1976,
and  began  production from narrow high-grade stringers, which paid the costs of
exploration.  Mead terminated activities when development work failed to produce
large  quantities  of  high-grade  ore.

PRESENT CONDITION OF PROPERTY:

Regional  geology, reported by the Council of Mineral Resources in 2000, "Letter
Geologico-Minera  Tecoripa  H12-12, Scale 1:250,000" for the area of the Yoquivo
project,  consists of andesites and andesitic tufas of Eoceno-Oligoceno age that
are  covered  in  by ryolitic and ryolite tufas with Oligocene, corresponding to
the Inferior and Superior Volcanic Group of the Sierra Madre Occidental mountain
range.

Precious metal mineralization is limited to the Lower Volcanic Series in the
Yoquivo district.

The  San  Francisco  vein  system  extends  over  1,500  feet  northwest  in the
south-central  portion  of the claim region, and consists of an underground test
of a small region. The same vein trend is found approximately 1,500 feet further
northeast  where  minor  development  was  undertaken.

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<PAGE>

The  Pertenencia  vein  lies  2,000 feet east from the San Francisco vein. It is
semi-parallel to it, and was historically the second largest producer of mineral
ore.

The  main  San  Francisco vein is a fault zone varying from 3 feet to 30 feet in
width,  with  an average width of 10 feet. Pre- and post-mineralization faulting
is  evident,  and  the  fault  is oxidized and contains breccia, rock flour, and
calcite  veins,  which  form  low-grade  ore.

Three  distinct types of mineralization are present in the Yoquivo district. The
first  high-grade  type  consists  of quartz-sulfide mineralization, which often
includes  mixed  sulfides  of  copper,  lead,  zinc, and silver, with occasional
native  gold.  Mineralogy  is  relatively  simple,  consisting  of chalcopyrite,
bornite,  galena,  sphalerite,  argentite,  stromeyerite and some native silver.

The  second  type  of  mineralization  consists of argentiferous galena, with or
without  minor  sphalerite,  in quartz. This is the vein filling material in the
Pertenencia  vein  system.

The  third  type  of  mineralization  constitutes the San Francisco Fault, which
contains  variable  amounts  of  faulted  and brecciated primary high-grade ore,
calcite  veins,  and  secondary  enrichment.

We  believe  that  the future of the mine and district lies in understanding the
structural  and  the  geochemical  genesis  of  the  high-grade  block  with
quartz-sulfide  mineralization  and  its  relationships  with  adjacent geologic
blocks.  This  mineralized  zone  may  extend  for  a  vertical  distance  of
approximately  1,000 feet. Additionally, given the nature of geologic processes,
i.e.  most  mining  districts  are  not  constituted by one vein, there exists a
possibility  that  additional vein targets exist; however, the idea of host rock
or  "between  the  vein"  disseminations  has never been tested in the district.

The  Yoquivo Property is an exploration stage project, not a proven mine.  There
is no modern plant or equipment on the property.  Planned exploration activities
on  the property can be found above under "Development Activities in the Yoquivo
Property."  Additionally, there are no proven or probable reserves at this point
in  time.

                              NANAIMO LAKE PROPERTY

Our  Nanaimo  Lake property is comprised of two mineral claims with a total area
of  approximately  190  hectares,  located  nine  miles southeast of the town of
Nanaimo,  British  Columbia.

The  Nanaimo  Lake  Claims  are  recorded with the Ministry of Energy and Mines,
Province  of  British  Columbia,  Canada  under  the  following  name and tenure
numbers:

             NAME OF MINERAL CLAIM     TENURE NUMBER      EXPIRY DATE
             ---------------------     -------------   -----------------
               NANAIMO LAKES 1&2          414834       November 18, 2006
                NANAIMO LAKES 2           523693       December 10, 2006

                                       12
<PAGE>

The Province of British Columbia owns the land covered by the mineral claims. To
our  knowledge,  there are no aboriginal land claims that might affect our title
to  our  mineral  claims  or  the  Province's  title  of  the  property.

In  order  to  maintain  our  mineral  claims in good standing, we must complete
exploration  work  on the mineral claims and file confirmation of the completion
of work on the mineral claims with the applicable mining recording office of the
British  Columbia  Ministry  of  Energy  and  Mines.  The  completion of mineral
exploration  work or payment in lieu of exploration work in any year will extend
the  existence  of  our  mineral  claims for one additional year. As our mineral
claims  are  effective  until  November  18,  2006  and  December  10,  2006,
respectively, we must file confirmation of the completion of exploration work in
the minimum amount of approximately $83 per 25 hectare unit or make a payment in
lieu of exploration work in the minimum amount by November 18, 2006 and December
10,  2006,  respectively.

Since  the  Change  in Control described above under "Stock Purchase Agreement,"
our  sole  focus  has  been  the  development of the Yoquivo Property, described
above,  and  as  a  result,  we  do  not  currently plan any more development or
exploration  activities  on our Nanaimo Lake claims, and plan to let such claims
expire  on  November  18,  2006  and  December  10,  2006,  respectively.

ITEM 3. LEGAL PROCEEDINGS

From  time to time, we may become party to litigation or other legal proceedings
that we consider to be a part of the ordinary course of our business. We are not
currently  involved  in  legal  proceedings that could reasonably be expected to
have  a  material adverse effect on our business, prospects, financial condition
or  results  of operations. We may become involved in material legal proceedings
in  the  future.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

We  did  not submit any matters to a vote of security holders during the quarter
ended  March  31,  2006.

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Our  common stock, $.001 par value per share, has traded on the over-the-counter
Bulletin  Board  (the  "OTCBB") under the trading symbol "KGBC," since April 25,
2006.  Prior  to  April  25,  2006,  our  trading  symbol  was  "KNBG."

The  following table sets forth the high and low bid prices for our common stock
for  the  periods  indicated  as  reported  on the OTCBB. The quotations reflect
inter-dealer  prices, without retail mark-up, markdown or commission and may not
represent  actual  transactions.

                        HIGH  BID                 LOW  BID
                     --------------           ----------------

                                       13
<PAGE>

          March  31,  2006*     $0.0625         $0.0625

     *    We had  limited  trading  in  our  stock  during  the  quarter  ended
          March  31,  2006.  We filed a Certificate of Change Pursuant to Nevada
          Revised  Statutes  78.209  ("Certificate")  to  our  Articles  of
          Incorporation  with  the  Secretary  of  State of Nevada, which became
          effective  April  25,  2006,  to  affect  a  forward  stock split. The
          Certificate  affected  a  4:1  forward  stock  split,  effective  for
          shareholders  of record as of April 25, 2006, which forward split also
          affected  our  authorized  common  stock  (the  "Forward Split"). As a
          result  of  the filing of the Certificate, our authorized common stock
          was  increased  to 400,000,000 shares of common stock, par value $.001
          per share. The high and low bid prices above retroactively reflect the
          Forward  Split.

GENERAL

Our  authorized  capital  stock  consists of 400,000,000 shares of common stock,
with a par value of $0.001 per share, and 100,000,000 shares of preferred stock,
with a par value of $0.001 per share. As of June 19, 2006, there were 78,100,000
shares  of  our common stock issued and outstanding which were held of record by
approximately  forty-eight  (48)  shareholders  and no shares of preferred stock
issued  or  outstanding,  which  amount does not include an aggregate of 183,334
shares  of  common  stock  which  we  sold pursuant to private placements of our
common  stock  in  April  2006,  which  shares  have  not  been  issued to date.

COMMON STOCK

Our common stock is entitled to one vote per share on all matters submitted to a
vote  of  the  stockholders,  including  the  election  of  directors. Except as
otherwise  required by law or provided in any resolution adopted by our board of
directors  with  respect  to  any  series of preferred stock, the holders of our
common  stock  will possess all voting power. Generally, all matters to be voted
on  by  stockholders must be approved by a majority (or, in the case of election
of  directors, by a plurality) of the votes entitled to be cast by all shares of
our  common stock that are present in person or represented by proxy, subject to
any  voting  rights  granted  to  holders of any preferred stock. Holders of our
common  stock  representing  one-percent  (1%)  of  our  capital  stock  issued,
outstanding  and  entitled  to  vote,  represented  in  person  or by proxy, are
necessary  to  constitute a quorum at any meeting of our stockholders. A vote by
the  holders  of  a majority of our outstanding shares is required to effectuate
certain  fundamental  corporate  changes  such  as  liquidation,  merger  or  an
amendment to our Articles of Incorporation. Our Articles of Incorporation do not
provide  for  cumulative  voting  in  the  election  of  directors.

Subject  to any preferential rights of any outstanding series of preferred stock
created  by  our  board of directors from time to time, the holders of shares of
our common stock will be entitled to such cash dividends as may be declared from
time  to  time  by  our  board  of  directors from funds available therefor. See
"Dividend  Policy".

Subject  to any preferential rights of any outstanding series of preferred stock
created  from  time  to  time  by  our  board  of  directors,  upon liquidation,

                                       14
<PAGE>

dissolution  or  winding  up of our company, the holders of shares of our common
stock  will  be entitled to receive pro rata all assets of our company available
for  distribution  to  such  holders.

In  the event of any merger or consolidation of our company with or into another
company  in  connection with which shares of our common stock are converted into
or  exchangeable  for  shares  of stock, other securities or property (including
cash), all holders of our common stock will be entitled to receive the same kind
and  amount  of  shares  of  stock  and other securities and property (including
cash).

Holders of our common stock have no pre-emptive rights, no conversion rights and
there  are  no  redemption  provisions  applicable  to  our  common  stock.

PREFERRED  STOCK

Our  board of directors is authorized by our articles of incorporation to divide
the  authorized  shares  of our preferred stock into one or more series, each of
which  shall  be  so  designated  as to distinguish the shares of each series of
preferred  stock  from  the shares of all other series and classes. Our board of
directors  is  authorized,  within  any  limitations  prescribed  by law and our
Articles  of  Incorporation,  to  fix  and  determine  the designations, rights,
qualifications,  preferences,  limitations and terms of the shares of any series
of  preferred  stock  including  but  not  limited  to  the  following:

     (a)  the rate  of  dividend,  the  time  of  payment  of dividends, whether
          dividends  are cumulative, and the date from which any dividends shall
          accrue;

     (b)  whether  shares  may  be  redeemed,  and,  if so, the redemption price
          and  the  terms  and  conditions  of  redemption;

     (c)  the amount  payable  upon  shares  of  preferred stock in the event of
          voluntary  or  involuntary  liquidation;

     (d)  sinking  fund  or  other  provisions,  if  any,  for the redemption or
          purchase  of  shares  of  preferred  stock;

     (e)  the terms  and  conditions  on  which  shares  of  preferred stock may
          be  converted,  if  the  shares  of  any  series  are  issued with the
          privilege  of  conversion;

     (f)  voting  powers  which  may  cause  such holders to have super majority
          voting  rights;  and

     (g)  subject  to  the  above,  such  other  terms,  qualifications,
          privileges,  limitations,  options,  restrictions,  and  special  or
          relative  rights  and preferences, if any, of shares or such series as
          our  board  of  directors may, at the time so acting, lawfully fix and
          determine  under  the  laws  of  the  State  of  Nevada.

DIVIDEND POLICY

To  date,  we  have not declared or paid any dividends on our outstanding common
stock.  We  currently  do  not  anticipate  paying  any  cash  dividends  in the
foreseeable  future  on  our  common  stock.  Although  we  intend to retain our
earnings  to  finance  our  operations and future growth, our Board of Directors
will  have  discretion  to  declare  and pay dividends in the future. Payment of
dividends  in the future will depend upon our earnings, capital requirements and
other  factors,  which  our  Board  of  Directors  may  deem  relevant.

                                       15
<PAGE>

RECENT SALES OF UNREGISTERED SECURITIES

On  June 11, 2006, we issued an aggregate of 500,000 shares of restricted common
stock  to  Sydney  Resource Corporation ("Sydney"), in connection with our entry
into  a Letter of Intent for the planned formation of a joint venture company to
explore  and  develop  a  prospective  gold and silver property in Sonora State,
Mexico,  with  a  wholly  owned subsidiary of Sydney, which Letter of Intent was
later consummated by an Option Agreement (described in greater detail above). We
claim  an exemption from registration afforded by Section 4(2) of the Securities
Act  of  1933  (the "Act") since the foregoing issuance did not involve a public
offering,  the  recipient  took  the shares for investment and not resale and we
took  appropriate  measures to restrict transfer. No underwriters or agents were
involved  in  the  foregoing issuance and no underwriting discount or commission
was  paid  by  us.

In  April  2006,  we  sold  100,000 shares of common stock to one individual and
83,334  shares of common stock to another individual for aggregate consideration
of $110,000, or $0.60 per share. We have not issued the 183,334 shares of common
stock to the two individuals as of the date of this filing, and such shares have
therefore  not  been  included  in  the  number of issued and outstanding shares
disclosed  throughout  this  filing.  We  claim  an  exemption from registration
afforded  by  Regulation  S  of the Act ("Regulation S") for the above issuances
since  the  issuances  were  made to non-U.S. persons (as defined under Rule 902
section  (k)(2)(i)  of  Regulation S), pursuant to offshore transactions, and no
directed  selling  efforts  were made in the United States by us, a distributor,
any  respective  affiliates,  or  any  person  acting  on  behalf  of any of the
foregoing.


ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

PLAN  OF  OPERATIONS

Moving  forward,  we  plan to let the claims on our Nanaimo Property expire, and
currently  plan  to  focus  all  of  our resources on earning an interest in the
Yoquivo  Property  through  our  Option  Agreement and joint venture with Sydney
(described  above).

We  currently  believe  that we will be able to continue our business operations
for the next three months with the approximately $12,200 of cash on hand that we
had  as  of June 15, 2006.  We anticipate the need for approximately $250,000 to
maintain  our operations for the next twelve months and complete the anticipated
exploration  activities  on  the  Yoquivo  Property.

RESULTS  OF  OPERATIONS FOR THE FISCAL YEAR ENDED MARCH 31, 2006 COMPARED TO THE
FISCAL  PERIOD  FROM  NOVEMBER  3,  2004  (INCEPTION)  UNTIL  MARCH  31,  2005

We  have  not  generated  any revenues since our incorporation in November 2004.

                                       16
<PAGE>

We  had total expenses of $72,280 for the year ended March 31, 2006, compared to
total expenses of $11,314 for the period from November 3, 2004 (inception) until
March  31,  2005, an increase in expenses of $60,966 from the prior period.  The
main  reason  for  the increase in expenses, aside from the fact that the period
from  inception  until  March  31,  2005,  represented  a  time  period  of only
approximately  five  months, whereas expenses for the year ended March 31, 2006,
represented  a  full twelve months of expenses, was due to a $14,789 increase in
mineral  property  acquisition  cost  and exploration expense and an increase of
$42,485  in  professional  fees.

We  had mineral property acquisition cost and exploration expense of $14,789 for
the  year ended March 31, 2006, compared to $-0- for the period from November 3,
2004 (inception) until March 31, 2005, which was mainly due to acquisition costs
and  exploration expenditures on our Nanaimo claims in British Columbia, Canada,
which  claims  we  have  since  decided to abandon; office and sundry expense of
$8,993  for  the year ended March 31, 2006, compared to $974 for the period from
November  3,  2004  (inception)  until March 31, 2005, an increase in office and
sundry expense of $8,019 from the prior period; professional fees of $49,325 for
the  year  ended March 31, 2006, compared to $6,840 for the period from November
3,  2004  (inception)  until March 31, 2005, an increase of $42,485 or 621% from
the  prior  period; write down of mineral property interest of $-0- for the year
ended  March  31,  2006, compared to $3,500 for the period from November 3, 2004
(inception)  until  March 31, 2005; and a gain on foreign exchange of ($827) for
the  year ended March 31, 2006, compared to $-0- for the period from November 3,
2004  (inception)  until  March  31,  2005.

Net  loss for the year ended March 31, 2006 was $72,280, compared to net loss of
$11,314  for  the period from November 3, 2004 (inception) until March 31, 2005.
The increases in net loss was mainly due to the $42,485 increase in professional
fees  and  the  $14,789  increase  in  mineral  property  acquisition  cost  and
exploration  expense  for  the year ended March 31, 2006, compared to the period
from  November  3,  2004  (inception)  until  March  31,  2005.

LIQUIDITY  AND  CAPITAL  RESOURCES

We  had total assets, consisting solely of total current assets of $27,038 as of
March  31,  2006,  which  included cash of $26,793 and prepaid expenses of $245.

We  had  total  liabilities,  consisting  solely of total current liabilities of
$6,632  as  of  March  31,  2006, which consisted solely of accounts payable and
accrued  liabilities.

We  had  net  working capital of $20,486 as of March 31, 2006.  We had a deficit
accumulated  during  the  exploration  stage  of  $83,594  as of March 31, 2006.

We  had cash flows from operating activities of $64,100 for the year ended March
31,  2006, which included accounts payable and accrued liabilities of $4,124 and
prepaid  expenses  of  $4,056,  offset  by  a  net  loss  of  $72,280.

We  had  cash flows from financing activities of $6,000 for the year ended March
31,  2006.

                                       17
<PAGE>

We  currently  believe  that we will be able to continue our business operations
for the next three months with the approximately $12,200 of cash on hand that we
had  as  of June 15, 2006.  We anticipate the need for approximately $250,000 to
maintain  our operations for the next twelve months and complete the anticipated
exploration  activities  on  the  Yoquivo  Property.  We anticipate raising such
funds  through  the  private  placement of shares of our common stock to certain
individual  investors  in  offshore transactions pursuant to Regulation S of the
Securities  Act  of  1933.

We  have  no  current  commitment  from our officers and Directors or any of our
shareholders  to  supplement  our operations or provide us with financing in the
future.  If  we are unable to raise additional capital from conventional sources
and/or  additional  sales of stock in the future, we may be forced to curtail or
cease  our  operations.  Even  if  we  are  able to continue our operations, the
failure  to  obtain  financing  could  have  a substantial adverse effect on our
business  and  financial  results.

In  the future, we may be required to seek additional capital by selling debt or
equity  securities, selling assets, or otherwise be required to bring cash flows
in  balance  when  we  approach  a  condition of cash insufficiency. The sale of
additional equity or debt securities, if accomplished, may result in dilution to
our  then shareholders. We provide no assurance that financing will be available
in  amounts  or  on  terms  acceptable  to  us,  or  at  all.

                                  RISK FACTORS

You  should  carefully consider the following risk factors and other information
in  this  annual report on Form 10-KSB before deciding to become a holder of our
Common  Stock.  If  any  of the following risks actually occur, our business and
financial  results  could  be  negatively  affected  to  a  significant  extent.

Our business and the value of our common stock are subject to the following Risk
Factors:

WE  MAY  NOT  BE  ABLE  TO CONTINUE OUR BUSINESS PLAN AND EXPLORATION ACTIVITIES
WITHOUT  ADDITIONAL  FINANCING.

We  depend  to  a  great  degree on the ability to attract external financing in
order  to  conduct future exploratory activities. We are currently funded solely
by  our shareholders and we believe that we can continue our business operations
for  approximately  the next three months with the approximately $12,200 of cash
we  had  on  hand  as of June 15, 2006. If we are unable to raise the additional
funds  required  for  planned  exploration  and  extraction activities, which we
anticipate  costing approximately $250,000 during the next twelve months, we may
be  forced  to  abandon  our current business plan and/or we will not be able to
earn  our First Option with Sydney (as described below). If you invest in us and
we  are  unable  to  raise  the  required  funds,  your  investment could become
worthless.

                                       18
<PAGE>

OUR  AUDITORS  HAVE  EXPRESSED  SUBSTANTIAL  DOUBT AS TO WHETHER OUR COMPANY CAN
CONTINUE  AS  A  GOING  CONCERN.

We are in our exploration stage, as planned principal activities have not begun.
We have not generated any revenues since inception and have incurred substantial
losses. These factors among others indicate that we may be unable to continue as
a  going  concern,  particularly in the event that we cannot generate sufficient
cash  flow to conduct our operations and/or obtain additional sources of capital
and  financing.

WE  LACK  AN  OPERATING  HISTORY  WHICH  YOU  CAN USE TO EVALUATE US, MAKING ANY
INVESTMENT  IN  OUR  COMPANY  RISKY.

We  lack  an  operating history which investors can use to evaluate our previous
earnings,  as  we  were  only  incorporated  in  November  2004.  Therefore,  an
investment  in us is risky because we have no business history and it is hard to
predict  what  the  outcome  of  our  business operations will be in the future.

WE MAY NOT FIND ANY COMMERCIAL QUANTITIES OF MINERALS IN THE FUTURE, AND MAY NOT
GENERATE  ANY  PROFITS,  WHICH  MAY  FORCE  US  TO  CURTAIL  OUR  BUSINESS PLAN.

As  an exploration stage company, we have no revenues or profits to date and our
net  deficit  accumulated during our exploration stage as of March 31, 2006, was
$83,594.  We  had  net  working  capital of $20,406 as of March 31, 2006. We are
currently  being  funded  by  existing shareholders and anticipate being able to
continue  our  business  operations for approximately the next three months with
the approximately $12,200 of cash on hand as of June 15, 2006. However, if we do
not  begin  exploration  and/or do not have enough money to continue exploration
activities  it is likely that we will never generate any revenues. Additionally,
if  we  are  unsuccessful  in  mining  attempts  we may choose to attempt in the
future, it is likely that we will never generate any revenues. Additionally, the
exploration  of  minerals  is  highly speculative, and if throughout our mineral
exploration  we do not find commercial quantities of minerals, we will likely be
forced  to curtail or abandon our business plan. If this happens, you could lose
your  investment  in us. If we are unable to generate profits, we will be forced
to  rely on external financing, of which there is no guarantee, to continue with
our  business  plan.

WE  HAVE A POOR FINANCIAL POSITION AND IF WE DO NOT GENERATE REVENUES, WE MAY BE
FORCED  TO  ABANDON  OUR  BUSINESS  PLAN.

We  currently have a poor financial position. We have not generated any revenues
or  begun  exploration  on any properties. There is a risk that we will not find
enough,  or  even  any,  minerals  needed  to  generate  enough profits for your
investment  in  us  to  appreciate. If we never generate any revenues, we may be
forced  to  abandon  our  business  plan  and  your shares may become worthless.

                                       19
<PAGE>

WE  RELY  UPON KEY PERSONNEL AND IF THEY LEAVE US, OUR BUSINESS PLAN AND RESULTS
OF  OPERATIONS  COULD  BE  ADVERSELY  AFFECTED.

We  rely  heavily  on  our  Chief  Executive  Officer,  Chief Financial Officer,
Secretary,  Treasurer  and  Director,  Adam  R.  Cegielski, for our success. His
experience  and  input  create  the  foundation  for  our  business  and  he  is
responsible for the directorship and control over our exploration activities. We
do  not  currently have an employment agreement or "key man" insurance policy on
Mr.  Cegielski, although we anticipate entering into a consulting agreement with
Mr. Cegielski subsequent to the filing of this report. Moving forward, should we
lose  the  services  of  Mr.  Cegielski,  for  any  reason,  we will incur costs
associated with recruiting a replacement and delays in our operations. If we are
unable  to  replace him with another suitably trained individual or individuals,
we  may  be  forced  to  scale back or curtail our business plan and exploration
activities.  As  a  result of this, your investment in us could become devalued.

ADAM  R. CEGIELSKI, OUR SOLE DIRECTOR AND OFFICER CAN VOTE AN AGGREGATE OF 51.2%
OF  OUR COMMON STOCK AND CAN EXERCISE CONTROL OVER CORPORATE DECISIONS INCLUDING
THE  APPOINTMENT  OF  NEW  DIRECTORS.

Adam  R.  Cegielski,  our  sole  Director  and  officer can vote an aggregate of
40,000,000  shares  or  approximately  51.2%  of  our  outstanding Common Stock.
Accordingly,  Mr.  Cegielski will exercise control in determining the outcome of
all  corporate  transactions  or  other  matters,  including  the  election  of
directors,  mergers, consolidations, the sale of all or substantially all of our
assets,  and  also  the  power  to  prevent  or  cause  a change in control. Any
investors  who  purchase  shares  will be minority shareholders and as such will
have  little  to  no  say  in  the  direction of the Company and the election of
Directors. Additionally, it will be difficult if not impossible for investors to
remove  Mr.  Cegielski  as  a  Director  of the Company, which will mean he will
remain  in  control  of who serves as officers of the Company as well as whether
any  changes  are made in the Board of Directors. As a potential investor in the
Company,  you  should  keep in mind that even if you own shares of the Company's
Common  Stock  and  wish to vote them at annual or special shareholder meetings,
your  shares  will  likely  have  little  effect  on  the  outcome  of corporate
decisions.

WE  WILL BE SUBJECT TO NUMEROUS RISKS IF WE COMMENCE MINING OPERATIONS, OF WHICH
THERE  CAN  BE  NO  ASSURANCE.

     The  mineral  exploration  and mining business is competitive in all of its
phases.  We  currently  have no mining operations of any kind; however, if we do
commence  mining activities in the future, we will be subject to numerous risks,
including:

     o    competitors  with  greater  financial,  technical  and  other
          resources, in the search for and the acquisition of attractive mineral
          properties;

     o    our ability  to  select  and  acquire  suitable  producing  properties
          or  prospects  for  mineral  exploration;

     o    the accuracy  of  our  reserve  estimates,  if  any,  which  may  be
          affected  by  the  following  factors  beyond  our  control:

                                       20
<PAGE>

          -    declines  in  the  market  price  of  the various metals we mine;

          -    increased  production  or  capital  costs;

          -    reduction  in  the  grade  or  tonnage  of  the  deposit;

          -    increase  in  the  dilution  of  the  ore;  or

          -    reduced  recovery  rates;

     o    risks and  hazards  associated  with  environmental  hazards,
          political  and  country  risks,  civil unrest or terrorism, industrial
          accidents,  labor disputes, unusual or unexpected geologic formations,
          cave-ins,  explosive  rock  failures;  and  flooding  and  periodic
          interruptions  due  to  inclement or hazardous weather conditions; and

     o    our failure  to  maintain  insurance  on  certain  risks  associated
          with  any  exploration  activities  we  may  undertake  in the future.

If  we  do  begin exploration activities in the future, of which there can be no
assurance,  we  will  be  subject  to the above risks. If any of the above risks
occur,  we may be forced to curtail or abandon our operations and/or exploration
and  development  activities,  if  any.  As a result, any investment in us could
decrease  in  value  and/or  become  worthless.

THERE  IS UNCERTAINTY AS TO OUR ABILITY TO ENFORCE CIVIL LIABILITIES BOTH IN AND
OUTSIDE  OF THE UNITED STATES DUE TO THE FACT THAT OUR SOLE OFFICER AND DIRECTOR
AND  ASSETS  ARE  NOT  LOCATED  IN  THE  UNITED  STATES.

Our  office  and  the  majority  of  our assets are located in Canada, while the
Yoquivo  Property, which we have entered into an Option Agreement to explore and
develop  is  located  in  Mexico.  Our  sole  officer and Director is located in
Canada.  As  a result, it may be difficult for shareholders to effect service of
process  within  the  United  States  on  our officer and Director. In addition,
investors may have difficulty enforcing judgments based upon the civil liability
provisions  of  the  securities  laws of the Unites States or any state thereof,
both  in  and  outside  of  the  United  States.

WE  MAY  NOT  BE ABLE TO EARN OUR FIRST OR SECOND OPTION WITH SYDNEY PURSUANT TO
THE  OPTION  AGREEMENT.

In  June  2006,  we  entered  into  an  Option  Agreement  with  Sydney Resource
Corporation  ("Sydney") to earn up to a 75% interest in the Yoquivo Property (as
defined  and  described  below).  In  order  to earn the interest of the Yoquivo
Property,  we  are required to pay $1,000,000 during the next twenty-two months,
towards  the  exploration  of  the  property.  We  currently  have  raised  only
approximately $110,000 of this amount, and can provide no assurance that we will
be  able  to  raise  the  additional  capital needed to earn our interest in the
property  on  favorable  terms, if at all. If we are unable to raise the capital
required  to earn the interest in the Yoquivo Property, our current expenditures

                                       21
<PAGE>

towards  such  Option  Agreement  will  be  forfeited  and we could be forced to
abandon  or curtail our current business plan. If this were to happen, the value
of  our  common  stock  could  become  worthless.

OUR DETERMINATIONS OF PLANNED ACTIVITIES AND ESTIMATES OF POTENTIAL RESERVES MAY
BE  INACCURATE.

We  are  currently  in  the exploration stage. Before we can begin a development
project, if ever, we must first determine whether it is economically feasible to
do  so.  This determination is based on estimates of several factors, including:

     o    expected  recovery  rates  of  metals  from  the  ore;

     o    facility  and  equipment  costs;

     o    capital  and  operating  costs  of  a  development  project;

     o    future  metals  prices;

     o    currency  exchange  and  repatriation  risks;

     o    tax  rates;

     o    inflation  rates;

     o    political  risks  and  regulatory  climate  in  Canada;  and

     o    availability  of  credit.

Any  development projects we may undertake in the future will likely not have an
operating  history  upon  which  to base these estimates and as a result, actual
cash  operating costs and returns from a development project, if any, may differ
substantially  from  our  estimates.  Consequently,  it  may not be economically
feasible  to  continue  with  a  development  project,  if  one  is  started.

OUR  PLANNED  MINERAL  EXPLORATION  EFFORTS  ARE  HIGHLY  SPECULATIVE.

Mineral  exploration  is highly speculative. It involves many risks and is often
nonproductive.  Even  if we believe we have found a valuable mineral deposit, it
may  be  several  years  before production is possible. During that time, it may
become  no  longer  feasible to produce those minerals for economic, regulatory,
political,  or  other  reasons.  Additionally,  we  may  be  required  to  make
substantial  capital  expenditures  and  to  construct  mining  and  processing
facilities.  As  a  result of these costs and uncertainties, we may be unable to
start,  or  if  started,  to  finish  our  exploration  activities.

                                       22
<PAGE>

OUR  OPERATIONS,  IF  ANY,  WILL  BE  SUBJECT  TO  CURRENCY  FLUCTUATIONS.

While  we do not currently have any operations, we believe that our products, if
any,  will  be  sold  in  world  markets  in United States dollars. As a result,
currency  fluctuations  may  affect  the  cash  flow  we realize from our future
operations  and  exploration  activities, which we plan to conduct in Mexico, if
any. Foreign exchange fluctuations may materially adversely affect our financial
performance  and  results  of  operations.

OUR  PROPERTY  HAS  NOT  PRODUCED  ANY  COMMERCIAL RESERVES OR ORE BODY, AND THE
PROBABILITY  OF  SUCH PROPERTY PRODUCING ANY COMMERCIALLY VIABLE RESERVES IN THE
FUTURE  IS  REMOTE.

Our  mineral  project  is in the exploration stage as opposed to the development
stage  and  we  have  no  known  body  of  economic  mineralization.  The  known
mineralization  at  these  projects  has not been determined to be economic ore.
Until further exploration activities can be conducted, there can be no assurance
that  a commercially mineable ore body exists on any of our properties. In order
to  carry  out exploration and development programs of any economic ore body and
place  it  into  commercial production, we will be required to raise substantial
additional  funding, and even if we are successful in completing our exploration
activities  on  our  property,  we  may  not be successful in finding commercial
quantities  of  minerals. Furthermore, the probability of an individual prospect
ever  having  reserves  or  being  commercially viable is extremely remote. As a
result, there is only a small probability that any of our properties contain any
reserves  and  that  any  funds  spent  on  exploration  activities will ever be
recovered.

MINING  OPERATIONS  IN  GENERAL  INVOLVE  A HIGH DEGREE OF RISK, WHICH WE MAY BE
UNABLE,  OR  MAY  NOT  CHOOSE  TO  INSURE  AGAINST,  MAKING  EXPLORATION  AND/OR
DEVELOPMENT  ACTIVITIES  WE  MAY PURSUE SUBJECT TO POTENTIAL LEGAL LIABILITY FOR
CERTAIN  CLAIMS.

Our  operations are subject to all of the hazards and risks normally encountered
in  the  exploration,  development  and  production  of  minerals. These include
unusual  and  unexpected  geological  formations, rock falls, flooding and other
conditions  involved in the drilling and removal of material, any of which could
result  in  damage  to, or destruction of, mines and other producing facilities,
damage  to  life or property, environmental damage and possible legal liability.
Although we plan to take adequate precautions to minimize these risks, and risks
associated  with equipment failure or failure of retaining dams which may result
in  environmental  pollution,  there  can  be  no  assurance  that even with our
precautions,  damage  or  loss will not occur and that we will not be subject to
liability  which will have a material adverse effect on our business, results of
operation and financial condition. If this were to happen, we could be forced to
curtail  or  abandon  our  business  activities.

NEVADA  LAW  AND  OUR  ARTICLES OF INCORPORATION AUTHORIZE US TO ISSUE SHARES OF
STOCK,  WHICH SHARES MAY CAUSE SUBSTANTIAL DILUTION TO OUR EXISTING SHAREHOLDERS
AND/OR  HAVE  RIGHTS  AND  PREFERENCES  GREATER  THAN  OUR  COMMON  STOCK.

                                       23
<PAGE>

Pursuant  to our Articles of Incorporation, we have 400,000,000 shares of Common
Stock  and 100,000,000 shares of preferred stock ("Preferred Stock") authorized.
As  of  the  filing  of  this  report, we have 78,100,000 shares of Common Stock
issued  and  outstanding  and  -  0  -  shares  of  Preferred  Stock  issued and
outstanding,  which amount does not include 183,334 shares of common stock which
we sold to two investors during April 2006, which shares have not been issued to
date.  As  a  result,  our  Board  of Directors has the ability to issue a large
number  of additional shares of Common Stock without shareholder approval, which
if  issued  could  cause  substantial  dilution  to  our  then  shareholders.
Additionally,  shares of Preferred Stock may be issued by our Board of Directors
without  shareholder  approval  with  voting  powers,  and  such preferences and
relative,  participating,  optional  or  other  special  rights  and  powers  as
determined  by  our  Board  of  Directors,  which may be greater than our Common
Stock.  As  a  result,  shares  of Preferred Stock may be issued by our Board of
Directors  which  cause the holders to have super majority voting power over our
shares,  provide  the  holders  of  the Preferred Stock the right to convert the
shares  of  Preferred Stock they hold into shares of our Common Stock, which may
cause  substantial  dilution  to  our then Common Stock shareholders and/or have
other  rights  and  preferences  greater  than  those  of  our  Common  Stock
shareholders.  Investors should keep in mind that the Board of Directors has the
authority  to issue additional shares of Common Stock and Preferred Stock, which
could cause substantial dilution to our existing shareholders. Additionally, the
dilutive  effect  of  any Preferred Stock, which we may issue may be exacerbated
given  the  fact that such Preferred Stock may have super majority voting rights
and/or  other  rights  or  preferences  which  could  provide  the  preferred
shareholders  with  voting  control  over  us subsequent to this offering and/or
provide  those  holders  the power to prevent or cause a change in control. As a
result, the issuance of shares of Common Stock and/or Preferred Stock, may cause
the  value  of  our  securities  to  decrease  and/or  become  worthless.

WE  HAVE YET TO ATTAIN PROFITABLE OPERATIONS AND BECAUSE WE WILL NEED ADDITIONAL
FINANCING  TO  FUND OUR EXPLORATION ACTIVITIES, OUR ACCOUNTANTS BELIEVE THERE IS
SUBSTANTIAL  DOUBT  ABOUT  OUR  ABILITY  TO  CONTINUE  AS  A  GOING  CONCERN.

We  have  incurred  a  net  loss of $83,594 for the period from November 3, 2004
(inception)  to  March  31,  2006,  and  have no revenues to date. Our future is
dependent  upon  our  ability  to  obtain  financing  and upon future profitable
operations  from  the  development  of  our  mineral claims. These factors raise
substantial  doubt  that we will be able to continue as a going concern. Telford
Sadovnick,  P.L.L.C., our independent auditors, have expressed substantial doubt
about our ability to continue as a going concern given our recurring losses from
operations,  which  are  described  in the first risk factor above. This opinion
could materially limit our ability to raise additional funds by issuing new debt
or  equity  securities  or otherwise. If we fail to raise sufficient capital, we
will not be able to implement our exploration program which requires significant
funding past the second phase, as a result we may have to liquidate our business
and  stockholders  may  lose  their  investment.  Investors  should consider our
auditor's  comments  when  determining  if  an  investment  in  us  is suitable.

                                       24
<PAGE>

BECAUSE  OF  THE  UNIQUE  DIFFICULTIES  AND  UNCERTAINTIES  INHERENT  IN MINERAL
EXPLORATION  VENTURES,  WE  FACE  A  HIGH  RISK  OF  BUSINESS  FAILURE.

Stockholders  should  be  aware  of the difficulties normally encountered by new
mineral  exploration companies and the high rate of failure of such enterprises.
The likelihood of success must be considered in light of the problems, expenses,
difficulties,  complications  and  delays  encountered  in  connection  with the
exploration of the mineral properties that we plan to undertake. These potential
problems  include,  but  are  not limited to, unanticipated problems relating to
exploration,  and  additional  costs  and  expenses  that  may  exceed  current
estimates.  Most  exploration  projects  do  not  result  in  the  discovery  of
commercially  mineable  deposits  of ore. Problems such as unusual or unexpected
formations  and  other  conditions are involved in mineral exploration and often
result  in  unsuccessful  exploration  efforts.  If  we  experience any of these
problems  or  delays,  our  exploration activities could become much more costly
than  originally  estimated  and  if such additional funding is not available if
needed,  we  may  be  forced  to  abandon  our  operations.

WE  HAVE  NO  KNOWN  MINERAL RESERVES AND IF WE CANNOT FIND ANY, WE WILL HAVE TO
CEASE  OPERATIONS.

We have no mineral reserves. If we do not find mineral reserves containing gold,
silver,  or  other  precious  minerals or if we cannot explore mineral reserves,
either  because  we  do  not  have  the money to do it or because it will not be
economically  feasible  to  do  it,  we  will  have  to  cease  operations  and
stockholders  will  lose their investment. Mineral exploration, particularly for
gold, is highly speculative. It involves many risks and is often non-productive.
Even  if  we  are  able  to find mineral reserves on our property our production
capability  is  subject  to  further  risks  including:

     o    Costs of  bringing  the  property  into  production  including
          exploration  work,  preparation of production feasibility studies, and
          construction  of  production  facilities,  all  of  which  we have not
          budgeted  for;

     o    Availability  and  costs  of  financing;

     o    Ongoing  costs  of  production;  and

     o    Environmental  compliance  regulations  and  restraints.

The  marketability  of  any  minerals  acquired or discovered may be affected by
numerous  factors  which  are  beyond our control and which cannot be accurately
predicted,  such  as  market  fluctuations,  the  lack of milling facilities and
processing  equipment  near  our  claims,  and  such other factors as government
regulations,  including  regulations relating to allowable production, importing
and  exporting  of  minerals,  and  environmental  protection.

Given  the  above  noted  risks,  the chances of finding reserves on our mineral
properties  are  remote  and  funds expended on exploration will likely be lost.

                                       25
<PAGE>

BECAUSE OF THE INHERENT DANGERS INVOLVED IN MINERAL EXPLORATION, THERE IS A RISK
THAT  WE  MAY  INCUR  LIABILITY  OR  DAMAGES  AS  WE  CONDUCT  OUR  BUSINESS.

The  search for valuable minerals involves numerous hazards. As a result, we may
become  subject to liability for such hazards, including pollution, cave-ins and
other  hazards  against which we cannot insure or against which we may elect not
to  insure.  At  the  present  time, we have no coverage to insure against these
hazards. The payment of such liabilities may result in our inability to complete
our  planned  exploration program and/or obtain additional financing to fund our
exploration  program.

WE  MAY  CONDUCT  FURTHER  OFFERINGS  IN  THE  FUTURE IN WHICH CASE STOCKHOLDERS
HOLDINGS  WILL  BE  DILUTED.

We  completed offerings of 8,800,000 and 600,000 shares of our common stock at a
price  of  $0.01 per share to investors on February 28, 2005 and April 14, 2005,
respectively. Additionally, we sold 183,334 shares of our or common stock to two
offshore  investors  in  April  2006,  at a price of $0.60 per share.  Since our
inception  we  have  relied on such equity sales of our common stock to fund our
operations. We may conduct further equity and/or debt offerings in the future to
finance our current projects or to finance subsequent projects that we decide to
undertake.  If  common stock is issued in return for additional funds, the price
per  share  could  be  lower  than  that  paid  by  our current stockholders. We
anticipate  continuing  to  rely  on  equity  sales  of our common stock or debt
offerings  in  order  to  fund  our  business operations. If we issue additional
stock,  each  stockholder's  percentage  interest  in  us  will  be  lower. This
condition  is  often  referred to as "dilution". The result of this could reduce
the  value  of  your  stock.

IF WE ARE LATE IN FILING OUR QUARTERLY OR ANNUAL REPORTS WITH THE SEC, WE MAY BE
DE-LISTED  FROM  THE  OVER-THE-COUNTER  BULLETIN  BOARD.

Pursuant  to new Over-The-Counter Bulletin Board ("OTCBB") rules relating to the
timely  filing of periodic reports with the SEC, any OTCBB issuer which fails to
file  a  periodic  report  (Form  10-QSB's  or 10-KSB's) by the due date of such
report  (not withstanding any extension granted to the issuer by the filing of a
Form  12b-25),  three  (3)  times  during  any  twenty-four (24) month period is
automatically  de-listed  from  the  OTCBB.  Such  removed  issuer  would not be
re-eligible  to  be  listed  on the OTCBB for a period of one-year, during which
time  any  subsequent late filing would reset the one-year period of de-listing.
If  we  are late in our filings three times in any twenty-four (24) month period
and are de-listed from the OTCBB, our securities may become worthless and we may
be  forced  to  curtail  or  abandon  our  business  plan.

IF THERE IS A MARKET FOR OUR COMMON STOCK, OUR STOCK PRICE MAY BE VOLATILE.

If  there  is a market for our common stock, we anticipate that such market will
be  subject  to wide fluctuations in response to several factors, including, but
not  limited  to:

(1)  actual  or  anticipated  variations  in  our  results  of  operations;

                                       26
<PAGE>

(2)  our ability  or  inability  to  generate  new  revenues;
(3)  the number  of  shares  in  our  public  float;
(4)  increased  competition;  and
(5)  conditions  and  trends  in  the  mining,  gold,  silver or precious metals
     industries.

Furthermore,  because  our  Common  Stock is traded on the NASD OTCBB, our stock
price  may  be impacted by factors that are unrelated or disproportionate to our
operating  performance.  These market fluctuations, as well as general economic,
political  and  market  conditions,  such  as  recessions,  interest  rates  or
international currency fluctuations may adversely affect the market price of our
common  stock.  Additionally,  at present, we have a limited number of shares in
our  public  float,  and as a result, there could be extreme fluctuations in the
price  of  our  common  stock.  Further, due to the limited volume of our shares
which trade and our limited public float, we believe that our stock prices (bid,
asked  and closing prices) are entirely arbitrary, are not related to the actual
value  of  the  Company, and do not reflect the actual value of our common stock
(and  in  fact  reflect a value that is much higher than the actual value of our
Common  Stock).  Shareholders and potential investors in our Common Stock should
exercise caution before making an investment in the Company, and should not rely
on  the  publicly  quoted or traded stock prices in determining our Common Stock
value,  but  should  instead  determine  value  of our Common Stock based on the
information contained in the Company's public reports, industry information, and
those  business  valuation  methods  commonly  used  to value private companies.

INVESTORS  MAY  FACE  SIGNIFICANT RESTRICTIONS ON THE RESALE OF OUR COMMON STOCK
DUE  TO  FEDERAL  REGULATIONS  OF  PENNY  STOCKS.

Our Common Stock will be subject to the requirements of Rule 15(g)9, promulgated
under  the  Securities  Exchange Act as long as the price of our Common Stock is
below  $4.00 per share. Under such rule, broker-dealers who recommend low-priced
securities  to persons other than established customers and accredited investors
must  satisfy  special sales practice requirements, including a requirement that
they  make an individualized written suitability determination for the purchaser
and  receive  the  purchaser's  consent prior to the transaction. The Securities
Enforcement  Remedies  and  Penny  Stock  Reform  Act  of  1990,  also  requires
additional disclosure in connection with any trades involving a stock defined as
a  penny  stock.  Generally,  the Commission defines a penny stock as any equity
security  not  traded on an exchange or quoted on NASDAQ that has a market price
of  less  than $4.00 per share. The required penny stock disclosures include the
delivery,  prior  to  any  transaction,  of a disclosure schedule explaining the
penny  stock  market  and  the risks associated with it. Such requirements could
severely  limit  the  market  liquidity  of  the  securities  and the ability of
purchasers  to  sell  their  securities  in  the  secondary  market.


                  [Remainder of Page Left Intentionally Blank.]






                                       27
<PAGE>

ITEM 7. FINANCIAL STATEMENTS

    The authorized  shares  of  common  stock,  and  share  amounts  disclosed
throughout the audited financial statements for the years ended March 31, 2006
and 2005, which follow below, do not take into account our 4:1  forward  stock
split, effected  on April 25, 2006, as the forward split had an effective date
later than the  date of the period covered by such financial statements.
























                                      28
<PAGE>

REPORT  OF  INDEPENDENT  REGISTERED  PUBLIC  ACCOUNTING  FIRM

TO  THE  BOARD  OF  DIRECTORS  AND  STOCKHOLDERS  OF
KONIGSBERG  CORPORATION
(AN  EXPLORATION  STAGE  COMPANY)

We  have  audited  the  accompanying  consolidated  balance sheets of KONIGSBERG
CORPORATION  (the "Company") (an Exploration Stage Company) as at March 31, 2006
and  2005,  the  related  consolidated  statements  of operations, stockholders'
equity  (deficiency)  and cash flows for the years then ended and for the period
from  inception  on  November  3,  2004  to  March 31, 2006.  These consolidated
financial  statements  are  the responsibility of the Company's management.  Our
responsibility  is  to  express  an  opinion  on  these  consolidated  financial
statements  based  on  our  audits.

We  conducted  our  audits  in  accordance  with standards of the Public Company
Accounting  Oversight  Board  (United  States).  Those standards require that we
plan  and  perform  an  audit  to  obtain reasonable assurance about whether the
financial  statements  are  free  of  material  misstatement.  An audit includes
examining,  on  a test basis, evidence supporting the amounts and disclosures in
the  financial  statements.  An  audit  also  includes  assessing the accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating  the  overall  financial statement presentation.  We believe that our
audits  and  the report of the other auditors provide a reasonable basis for our
opinion.

In  our  opinion,  based  on our audit and the report of the other auditors, the
consolidated  financial  statements  referred  to  above  present fairly, in all
material  respects,  the  financial  position  of  KONIGSBERG  CORPORATION  (an
Exploration  Stage Company) as at March 31, 2006 and 2005 and the results of its
operations  and  its cash flows for the years then ended and for the period from
inception  on  November 3, 2004 to March 31, 2006, in conformity with accounting
principles  generally  accepted  in  the  United  States  of  America.

The  accompanying  consolidated financial statements have been prepared assuming
the  Company  will  continue  as a going concern.  As discussed in Note 1 to the
consolidated financial statements, the Company has suffered recurring losses and
net  cash  outflows  from  operations  since  inception.  These  factors  raise
substantial  doubt  about  the Company's ability to continue as a going concern.
Management's plans in regard to these matters are also described in Note 1.  The
consolidated  financial  statements  do  not  include any adjustments that might
result  from  the  outcome  of  this  uncertainty.



                                                     TELFORD SADOVNICK, P.L.L.C.
                                                  CERTIFIED  PUBLIC  ACCOUNTANTS


Bellingham,  Washington
May  26,  2006
Except as to Note 8 which is
as of June 7, 2006

                                      F-1
<PAGE>

<TABLE>
<CAPTION>


                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                          CONSOLIDATED BALANCE SHEETS
                            (STATED IN U.S. DOLLARS)


--------------------------------------------------------------------------------------------
                                                                          MARCH 31
                                                                     2006            2005
--------------------------------------------------------------------------------------------
<S>                                                                  <C>               <C>

ASSETS

CURRENT
     Cash                                                          $ 26,793         $ 84,893
     Prepaid expenses                                                   245            4,301
                                                                   --------         --------
                                                                   $ 27,038         $ 89,194
============================================================================================

LIABILITIES

CURRENT
     Accounts payable and accrued liabilities                      $  6,632         $  2,508
                                                                   --------         --------
COMMITMENTS AND CONTRACTUAL OBLIGATIONS (Note 7)

STOCKHOLDERS' EQUITY

SHARE CAPITAL
      Authorized:
          100,000,000 common voting shares with a par value of
           $0.001 per share
          100,000,000 preferred shares with a par value of
           $0.001 per share

      Issued and outstanding:
          19,400,000 common shares at March 31, 2006 and
          18,800,000 common shares at March 31, 2005                 19,400           18,800

ADDITIONAL PAID-IN CAPITAL                                           84,600           79,200

DEFICIT ACCUMULATED DURING THE EXPLORATION STAGE                    (83,594)         (11,314)
                                                                   --------         --------
                                                                     20,406           86,686
                                                                   --------         --------
                                                                   $ 27,038         $ 89,194
============================================================================================

</TABLE>

  The accompanying notes are in integral part of these consolidated financial
                                  statements.

                                      F-2
<PAGE>

<TABLE>
<CAPTION>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                     CONSOLIDATED STATEMENTS OF OPERATIONS
                            (STATED IN U.S. DOLLARS)


---------------------------------------------------------------------------------------------
                                                                                  CUMULATIVE
                                                                  PERIOD FROM     PERIOD FROM
                                                                   INCEPTION       INCEPTION
                                                    YEAR           NOVEMBER 3      NOVEMBER 3
                                                    ENDED           2004 TO         2004 TO
                                                   MARCH 31         MARCH 31        MARCH 31
                                                    2006             2005             2006
---------------------------------------------------------------------------------------------
<S>                                                 <C>              <C>              <C>

REVENUE                                         $       -          $      -        $       -
                                                --------------------------------------------
EXPENSES
  Mineral property acquisition cost and
    exploration expense                            14,789                 -           14,789
  Office and sundry                                 8,993               974            9,967
  Professional fees                                49,325             6,840           56,165
  Write down of mineral property interest               -             3,500            3,500
  Gain on foreign exchange                           (827)                -             (827)
                                                --------------------------------------------

NET LOSS FOR THE PERIOD                         $  72,280          $ 11,314        $  83,594
============================================================================================

BASIC AND DILUTED LOSS PER SHARE                $   (0.00)         $  (0.00)
===========================================================================


WEIGHTED AVERAGE NUMBER OF COMMON
  SHARES OUTSTANDING                           19,375,342        12,634,797
===========================================================================

</TABLE>


    The accompanying notes are an integral part of these consolidated financial
                                   statements.

                                      F-3
<PAGE>

<TABLE>
<CAPTION>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (STATED IN U.S. DOLLARS)


-----------------------------------------------------------------------------------------------
                                                                                    CUMULATIVE
                                                                 PERIOD FROM       PERIOD FROM
                                                                  INCEPTION         INCEPTION
                                                     YEAR         NOVEMBER 3        NOVEMBER 3
                                                     ENDED         2004 TO           2004 TO
                                                    MARCH 31       MARCH 31          MARCH 31
                                                      2006           2005              2006
-----------------------------------------------------------------------------------------------
<S>                                                   <C>             <C>              <C>

CASH FLOWS FROM OPERATING ACTIVITIES
   Net loss for the period                        $ (72,280)      $  (11,314)       $  (83,594)
   Item not affecting cash:
     Write down of mineral property interest              -            3,500             3,500

   Changes in non-cash working capital items:
     Accounts payable and accrued liabilities         4,124            2,508             6,632
     Prepaid expenses                                 4,056           (4,301)             (245)
                                                    (64,100)          (9,607)          (73,707)
                                                  --------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITY
   Common shares issued for cash                      6,000           98,000           104,000
                                                  --------------------------------------------
CASH FLOWS USED FOR INVESTING ACTIVITY
   Additions to mineral property interest                 -           (3,500)           (3,500)
                                                  --------------------------------------------
(DECREASE) INCREASE IN CASH                         (58,100)          84,893            26,793

CASH, BEGINNING OF PERIOD                            84,893                -                 -
                                                  --------------------------------------------
CASH, END OF PERIOD                               $  26,793       $   84,893        $   26,793
==============================================================================================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
  INFORMATION
   Interest paid                                  $       -       $        -        $        -
   Income taxes paid                                      -                -                 -
==============================================================================================

</TABLE>




    The accompanying notes are an integral part of these consolidated financial
                                   statements.

                                      F-4
<PAGE>

<TABLE>
<CAPTION>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

           PERIOD FROM NOVEMBER 3, 2004 (INCEPTION) TO MARCH 31, 2006
                            (STATED IN U.S. DOLLARS)



                                                                                          DEFICIT
                                                     COMMON STOCK                       ACCUMULATED
                                              ----------------------------  ADDITIONAL   DURING THE
                                                                             PAID-IN    EXPLORATION
                                                 SHARES         AMOUNT       CAPITAL        STAGE        TOTAL
                                              -----------------------------------------------------------------
<S>                                               <C>           <C>            <C>           <C>          <C>

Balance, November 3, 2004 (Date of inception)      -           $     -       $       -  $         -    $      -

Shares issued for cash:

November 3, 2004 at $0.001                    10,000,000        10,000               -            -      10,000

February 28, 2005 at $0.01                     8,800,000         8,800          79,200            -      88,000
Net loss for the period                                -             -               -      (11,314)    (11,314)
                                              -----------------------------------------------------------------
Balance, March 31, 2005                       18,800,000        18,800          79,200      (11,314)     86,686

Shares issued for cash:
April 14, 2005 at $0.01                          600,000           600           5,400            -       6,000
Net loss for the year                                  -             -               -      (72,280)    (72,280)
                                              -----------------------------------------------------------------
Balance, March 31, 2006                       19,400,000       $19,400       $  84,600  $   (83,594)   $ 20,406
                                              =================================================================

</TABLE>

The accompanying notes are an integral part of these consolidated financial
                                   statements.

                                      F-5
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



1.   ORGANIZATION  AND  BASIS  OF  PRESENTATION

     The  Company  was  incorporated  in  the  State  of  Nevada  on November 3,
     2004.  The  Company is an Exploration Stage Company as defined by Statement
     of Financial Accounting Standard ("SFAS") No. 7. The Company has acquired a
     mineral  property located in the Nanaimo Mining Division, British Columbia,
     Canada,  and has not yet determined whether this property contains reserves
     that  are  economically  recoverable.  The  recoverability  of  property
     expenditures  will  be  dependent  upon  the  discovery  of  economically
     recoverable  reserves,  confirmation  of  the  Company's  interest  in  the
     underlying  property,  the  ability  of  the  Company  to  obtain necessary
     financing  to  satisfy  the  expenditure  requirements  under  the property
     agreement  and  upon  future profitable production or proceeds for the sale
     thereof.

     These  consolidated  financial  statements  have  been  prepared on a going
     concern basis. The Company has incurred losses since inception resulting in
     an  accumulated  deficit  of $83,594 since inception and further losses are
     anticipated  in  the  development of its business raising substantial doubt
     about  the Company's ability to continue as a going concern. Its ability to
     continue as a going concern is dependent upon the ability of the Company to
     generate profitable operations in the future and/or to obtain the necessary
     financing  to  meet  its obligations and repay its liabilities arising from
     normal business operations when they come due. Management has plans to seek
     additional  capital  through a private placement and public offering of its
     common  stock.  The  consolidated  financial  statements do not include any
     adjustments  relating  to the recoverability and classification of recorded
     assets,  or  the amounts of and classification of liabilities that might be
     necessary  in  the  event  the  Company  cannot  continue  in  existence.


2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     The  consolidated  financial  statements  of  the  Company  have  been
     prepared in accordance with generally accepted accounting principles in the
     United  States  of  America. Because a precise determination of many assets
     and  liabilities  is  dependent  upon  future  events,  the  preparation of
     consolidated financial statements for a period necessarily involves the use
     of  estimates  which  have been made using careful judgment. Actual results
     may  vary  from  these  estimates.

                                      F-6
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     The  consolidated  financial  statements  have,  in  management's  opinion,
     been  properly  prepared within reasonable limits of materiality and within
     the  framework  of  the  significant  accounting policies summarized below:

     a)   Consolidation

          These  consolidated  financial  statements  include  the  accounts  of
          the  Company  and  its  wholly  owned  British  Columbia  subsidiary,
          Konigsberg  Explorations  Inc.  All  significant  inter-company
          transactions  have  been  eliminated.

     b)   Exploration  Stage  Enterprise

          The  Company's  financial  statements  are  prepared using the accrual
          method  of  accounting and according to the provisions of Statement of
          Financial  Accounting  Standards  No.  7  ("SFAS  7"), "Accounting and
          Reporting  for  Development  Stage  Enterprises,"  as  it  devotes
          substantially  all  of  its efforts to acquiring and exploring mineral
          properties.  Until  such  properties  are  acquired and developed, the
          Company will continue to prepare its consolidated financial statements
          and related disclosures in accordance with entities in the exploration
          stage.

     c)   Cash

          Cash  consists  of  cash  on  deposit  with  high  quality  major
          financial  institutions, and to date has not experienced losses on any
          of  its  balances. The carrying amounts approximated fair market value
          due  to  the  liquidity  of  these  deposits.

     d)   Mineral  Property  Acquisition  Payments

          The  Company  expenses  all  costs  incurred  on mineral properties to
          which  it has secured exploration rights prior to the establishment of
          proven and probable reserves. If and when proven and probable reserves
          are  determined  for  a property and a feasibility study prepared with
          respect  to  the property, then subsequent exploration and development
          costs  of  the  property  will  be  capitalized.

          The  Company  regularly  performs  evaluations  of  any  investment in
          mineral  properties  to  assess the recoverability and/or the residual
          value  of  its  investments in these assets. All long-lived assets are
          reviewed  for impairment whenever events or circumstances change which
          indicate  the  carrying  amount  of  an  asset may not be recoverable.

                                      F-7
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     e)   Exploration  Expenditures

          The  Company  follows  a  policy  of  expensing  exploration
          expenditures until a production decision in respect of the project and
          the  Company  is  reasonably  assured  that it will receive regulatory
          approval to permit mining operations, which may include the receipt of
          a  legally  binding  project  approval  certificate.

          Management  periodically  reviews  the  carrying  value  of  its
          investments  in  mineral  leases and claims with internal and external
          mining  related professionals. A decision to abandon, reduce or expand
          a  specific  project  is based upon many factors including general and
          specific  assessments  of mineral deposits, anticipated future mineral
          prices,  anticipated  future  costs  of  exploring,  developing  and
          operating  a production mine, the expiration term and ongoing expenses
          of  maintaining mineral properties and the general likelihood that the
          Company  will  continue  exploration on such project. The Company does
          not  set  a pre-determined holding period for properties with unproven
          deposits,  however,  properties  which  have not demonstrated suitable
          metal concentrations at the conclusion of each phase of an exploration
          program  are  re-evaluated  to  determine  if  future  exploration  is
          warranted,  whether  there  has  been any impairment in value and that
          their  carrying  values  are  appropriate.

          If  an  area  of  interest  is  abandoned or it is determined that its
          carrying  value  cannot be supported by future production or sale, the
          related  costs  are  charged  against  operations  in  the  year  of
          abandonment or determination of value. The amounts recorded as mineral
          leases  and  claims  represent  costs  to  date and do not necessarily
          reflect  present  or  future  values.

          The  Company's  exploration  activities  and  proposed  mine
          development  are subject to various laws and regulations governing the
          protection  of  the  environment. These laws are continually changing,
          generally becoming more restrictive. The Company has made, and expects
          to  make  in  the  future,  expenditures  to comply with such laws and
          regulations.

          The  accumulated  costs  of  properties  that  are  developed  on  the
          stage of commercial production will be amortized to operations through
          unit-of-production  depletion.

     f)   Use  of  Estimates  and  Assumptions

          The  preparation  of  financial  statements  in conformity with United
          States generally accepted accounting principles requires management to
          make  estimates  and  assumptions  that affect the reported amounts of
          assets  and  liabilities  and  disclosure  of  contingent  assets  and
          liabilities  at  the date of the financial statements and the reported
          amounts  of  revenues and expenses during the reporting period. Actual
          results  could  differ  from  those  estimates.

                                      F-8
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     g)   Foreign  Currency  Translation

          The  Company's  functional  currency  is  the  U.S.  dollar.
          Transactions  in  Canadian dollars are translated into U.S. dollars as
          follows:

          i)   monetary  items  at  the  rate  prevailing  at  the balance sheet
               date;
          ii)  non-monetary  items  at  the  historical  exchange  rate;
          iii) revenue  and  expense  at  the  average rate in effect during the
               applicable  accounting  period.

          Gains  and  losses  on  translation  are  recorded in the statement of
          operations.

h)   Financial  Instruments

     The  carrying  value  of  cash,  prepaid expenses, and accounts payable and
     accrued  liabilities  approximate  their  fair  value  because of the short
     maturity  of  these instruments. The Company's operations are in Canada and
     virtually  all of its assets and liabilities are giving rise to significant
     exposure  to  market  risks  from  changes  in  foreign currency rates. The
     Company's  financial  risk  is  the  risk  that arises from fluctuations in
     foreign  exchange  rates  and  the  degree  of  volatility  of these rates.
     Currently,  the  Company  does not use derivative instruments to reduce its
     exposure  to  foreign  currency  risk.

i)   Environmental  Costs

     Environmental  expenditures  that  relate  to  current  operations  are
     charged  to  operations  or  capitalized  as appropriate. Expenditures that
     relate to an existing condition caused by past operations, and which do not
     contribute  to  current  or  future  revenue  generation,  are  charged  to
     operations.  Liabilities are recorded when environmental assessments and/or
     remedial  efforts  are  probable, and the cost can be reasonably estimated.
     Generally,  the  timing  of  these  accruals  coincides with the earlier of
     completion  of  a feasibility study or the Company's commitments to plan of
     action  based  on  the  then  known  facts.

j)   Income  Taxes

     The  Company  uses  the  asset  and  liability  method  of  accounting  for
     income  taxes  in  accordance  with  SFAS  No. 109 - "Accounting for Income
     Taxes".  This  standard requires the use of an asset and liability approach
     for  financial  accounting  and  reporting  on  income taxes. If it is more
     likely  than  not that some portion or all of a deferred tax asset will not
     be  realized,  a  valuation  allowance  is  recognized.

                                      F-9
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     k)   Basic  and  Diluted  Net  Loss  Per  Share

          The  Company  reports  basic  loss  per  share in accordance with SFAS
          No. 128 - "Earnings Per Share". Basic loss per share is computed using
          the  weighted  average  number  of common stock outstanding during the
          period.  Diluted loss per share is computed using the weighted average
          number  of  common  and  potentially dilutive common stock outstanding
          during  the  period. As the Company generated net losses in the period
          presented,  the  basic  and diluted loss per share is the same, as any
          exercise  of  options  or  warrants  would  be  anti-dilutive.

     l)   Comprehensive  Income

          SFAS  No.  130,  "Reporting  Comprehensive  Income,"  establishes
          standards  for  the  reporting and display of comprehensive income and
          its  components in the financial statements. As at March 31, 2006, the
          Company  has  no  items  that  represent  a  comprehensive income and,
          therefore,  has not included a schedule of comprehensive income in the
          consolidated  financial  statements.


3.   RECENT  ACOUNTING  PRONOUNCEMENTS

     a)   The FASB  issued  FASB  Interpretation  No.  ("FIN")  47 - "Accounting
          for  Conditional  Asset  Retirement Obligations" in March 2005. FIN 47
          clarifies  that  an  entity  must record a liability for a conditional
          asset retirement obligation if the fair value of the obligation can be
          reasonably  estimated.  This  Interpretation  also  clarifies  the
          circumstances  under which an entity would have sufficient information
          to  reasonably  estimate  the  fair  value  of  an  asset  retirement
          obligation.  This Interpretation is effective no later than the end of
          fiscal  years  ending  after  December  15, 2005. The Company does not
          expect  this  guidance  to  have a material impact on its consolidated
          financial  statements.

     b)   In March  2005,  the  FASB  ratified  Emerging Issues Task Force Issue
          No.  04-6 - "Accounting for Stripping Costs Incurred during Production
          in  the Mining Industry" ("EITF 04-6"), which addresses the accounting
          for stripping costs incurred during the production phase of a mine and
          refers  to  these  costs  as  variable production costs that should be
          included  as  a  component  of  inventory  to  be  recognized in costs
          applicable to sales in the same period as the revenue from the sale of
          inventory.  As  a  result,  capitalization  of  stripping  costs  is
          appropriate  only to the extent product inventory exists at the end of
          a  reporting  period  and  the  carrying  value  is  less than the net
          realizable  value.  Adoption of EITF 04-6 will have no material impact
          on  the  Company's  financial  position, results of operations or cash
          flows.

                                      F-10
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



3.   RECENT  ACOUNTING  PRONOUNCEMENTS  (Continued)

     c)   In May  2005,  the  FASB  issued  SFAS  No.  154  ("SFAS  154")  -
          "Accounting  Changes  and Error Corrections". SFAS No. 154 established
          new standards on accounting for changes in accounting principles. SFAS
          No. 154 requires all such changes to be accounted for by retrospective
          application  to  the  financial  statements  of  prior  periods unless
          prescribed  otherwise or it is impracticable to do so. SFAS No. 154 is
          effective  for accounting changes and error corrections made in fiscal
          years  beginning  after December 15, 2005. Adoption of SFAS No. 154 is
          not  expected  to  have  a  material impact on the Company's financial
          position,  results  of  operations  or  cash  flows.

     d)   In June  2005,  the  FASB  issued  Staff  Position Paper ("FSP") 115-1
          -  "The Meaning of Other-Than-Temporary Impairment and its Application
          to Certain Investments", superseding EITF 03-1. FSP 115-1 will replace
          the  accounting guidance on the determination of whether an investment
          is  other-than-temporarily  impaired  as  set  forth in EITF 03-1 with
          references  to  existing other-than-temporary impairment guidance. FSP
          115-1  is effective for reporting periods beginning after December 15,
          2005.  Adoption of FSP 115-1 is not expected to have a material impact
          on  the  Company's  financial  position, results of operations or cash
          flows.


4.   MINERAL  PROPERTY

     Pursuant  to  a  mineral  property  agreement  dated  November 3, 2004, the
     Company  purchased  a  100%  undivided  right,  title  and interest in four
     mineral  claims in an area known as the Nanaimo Lakes claims in the Nanaimo
     Mining  Division for a cash payment of US$3,500 (paid on November 4, 2004).

     On  November  29,  2005,  two  of  the Company's four mineral claims in the
     Nanaimo  Lakes  Mining  District  were forfeit. The Company no longer holds
     title  to  these  claims  as  of  the  forfeiture  date.


5.   SHARE CAPITAL

     On  November  3,  2004,  the  Company  issued  10,000,000  common shares at
     $0.001 for total cash proceeds of $10,000 to an officer and director of the
     Company.

     On  February  28,  2005,  the  Company  issued  8,800,000  common shares at
     $0.01  for  total  cash  proceeds  of  $88,000.

     On  April  14,  2005,  the  Company  issued  600,000 common shares at $0.01
     for  total  cash  proceeds  of  $6,000.

                                      F-11
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



5.   SHARE CAPITAL  (Continued)

     At  March  31,  2006,  there  were  no  outstanding  stock  options  or
     warrants.


6.   INCOME  TAXES

     The  provision  for  income  taxes  differs  from the result which would be
     obtained  by  applying the statutory income tax rate of 34% (2005 - 34%) to
     income  before  income  taxes.  The  difference  results from the following
     items:


                                                               2006      2005
                                                           -------------------

     Computed expected (benefit of) income taxes           $ (24,575)  $(3,847)

     Increase in valuation allowance                          24,575     3,847
                                                           -------------------
     Income tax provision                                  $       -   $     -
     =========================================================================

     As  of  March  31,  2006  and  2005,  the  Company  had  net operating loss
     carryforwards  of  approximately  $83,000  and  $11,000 respectively, which
     expire  through  to  2026.

     Significant  components  of  the  Company's  deferred income tax assets are
     as  follows:

                                              2006            2005
                                           =========================

     Operating loss carryforward           $   65,305       $  7,814
     Mineral property expenses                  3,500          3,500
     Exploration expenses                      14,789              -
                                               83,594         11,314
                                           ----------       --------

     Statutory tax rate                           34%            34%

     Deferred income tax asset                28,422           3,847
     Valuation allowance                     (28,422)         (3,847)

                                           $       -        $      -

                                      F-12
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



6.   INCOME  TAXES  (Continued)

     The  Company  has  incurred  operating  losses  and  approximately $65,305,
     which,  if  unutilized,  will  expire  through  to 2026. Subject to certain
     restrictions, the Company has mineral property and exploration expenditures
     of  $18,289 available to reduce future taxable income. Future tax benefits,
     which  may  arise  as a result of these losses, have not been recognized in
     these  financial statements, and have been offset by a valuation allowance.
     The  following  table  lists the fiscal year in which the loss was incurred
     and  the  expiration  date  of  the  operating  loss  carry  forwards:

                                               INCOME TAX OPERATING
                                                LOSS CARRY FORWARD
                                               --------------------
                                                         EXPIRATION
                                                AMOUNT      DATE
                                               --------------------
                 2005                          $ 7,814      2025
                 2006                           57,491      2026
                                               --------------------
Total income tax operating loss carry forward  $65,305
                                               =======

7.   COMMITMENTS  AND  CONTRACTUAL  OBLIGATIONS

     The  Company  has  no  significant  commitments  or contractual obligations
     with any parties respecting executive compensation, consulting arrangements
     or  other  matters.  Rental  of  premises  is  on  a  month-to-month basis.


8.   SUBSEQUENT  EVENTS

     a)   On May  31,  2006,  the  Company  entered  into  an  option  agreement
          with  Sydney Resource Corporation ("Sydney"), whereby the Company were
          granted  an  option  to acquire up to a 75% undivided right, title and
          interest  in and to a series of six mineral concessions located in the
          State  of Sonora, Mexico, and collectively referred to as the "Yoquivo
          Property".  Pursuant  to  the  agreement, the Company can exercise its
          option to acquire an initial 50% interest by completing the following:

          i)   Making  a  cash  payment  to  Sydney  in  the  amount  of $25,000
               within  5  days  upon  signing  the  letter  of  intent  (paid);

          ii)  Making  an  additional  cash  payment  to Sydney in the amount of
               $75,000  within 30 days upon signing the letter of intent (paid);

                                      F-13
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



8.   SUBSEQUENT  EVENTS  (Continued)

          iii) Making  an  additional  cash  payment  to Sydney in the amount of
               $100,000  within  90  days upon signing the definitive agreement.

          iv)  Issuing  500,000  shares  of  the  Company's  common  stock  to
               Sydney  within  30  days upon the signing of the letter of intent
               (issued);

          v)   Issuing  an  additional  500,000  shares  of the Company's common
               stock  to  Sydney within 12 months upon the signing of the letter
               of  intent;

          vi)  Incurring  $250,000  in  cumulative  exploration  expenditures on
               the  Property  within  6  months  of  the  date of the agreement;

          vii) Incurring  an  additional  $350,000  in  cumulative  exploration
               expenditures on the Yoquivo Property within 12 months of the date
               of  the  agreement;

          viii) Incurring  an  additional  $400,000  in  cumulative  exploration
               expenditures on the Yoquivo Property within 24 months of the date
               of  the  agreement.

          Upon  the  Company  successfully  exercising  the  first  option,  the
          Company  will  then  be granted an option to acquire an additional 25%
          interest  in  the  Yoquivo  Property  by  completing  the  following:

          i)   Within  60  days  of  having  acquired  the initial 50% interest,
               making  a  cash  payment  in  favour  of  Sydney  of  $250,000;

          ii)  Within  60  days  of  having  acquired  the initial 50% interest,
               issuing a total of 1,000,000 shares of the Company's common stock
               to  Sydney;

          iii) Within  24  months  of  having  acquired  the  initial  50%
               interest,  incurring  an  additional  $1,500,000  in  exploration
               expenditures  on  the  Yoquivo  Property.

          Should  the  Company  successfully  exercise  the  second  option  to
          acquire  the  additional  25%  in  the  Property,  Sydney shall have a
          one-time  right,  exercisable  within  90  days  of the Company having
          vested  at 75%, to back into a 50% interest in the Yoquivo Property by
          making  a single cash payment to the Company. The cash payment will be
          equal  to  the  greater  of:

          i)   Two times  the  Company's  cumulative  exploration  expenditures
               incurred  under  the  terms  of  the  second option, exclusive of
               acquisition  payments;  and

                                      F-14
<PAGE>

                             KONIGSBERG CORPORATION
                         (AN EXPLORATION STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 2006 AND 2005
                            (STATED IN U.S. DOLLARS)



8.   SUBSEQUENT  EVENTS  (Continued)

          ii)  Should  the  value  of  the  Company's  shares  issued  under the
               terms  of  the  second  option  exceed  $1,500,000 on the date of
               exercise of the back in right, a total of two times the Company's
               cumulative  exploration  expenditures incurred under the terms of
               the  second  option,  exclusive  of  acquisition  payments,  plus
               one-half  of  the  amount  by which the value attributable to the
               Company's  shares  exceed  $1,500,000.

          The  Company  shall  have  the  additional right, exercisable within 7
          days of receipt of notice of Sydney's decision to exercise its back in
          right,  to extinguish said right through the issuance of an additional
          1,000,000  shares  of  its  common  stock  in  Sydney's  favour.

     b)   On April  12,  2006,  the  Company's  board  of  directors  approved a
          4:1 forward stock split of the Company's issued and outstanding common
          stock,  for all shareholders of record as of April 25, 2006. Following
          the  forward  stock  split, the Company will have 77,600,000 shares of
          common  stock outstanding, and have 400,000,000 shares of common stock
          authorized.  The  share  amounts  stated  throughout  these  financial
          statements  do not reflect this forward stock split. All share amounts
          for  the  fiscal  2007  financial  statements  will  be  adjusted
          retroactively  to  reflect  this  forward  stock  split.








                                      F-15
<PAGE>

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

     None.

ITEM  8A.  CONTROLS  AND  PROCEDURES.

(a)  Evaluation  of  disclosure  controls  and  procedures.  Our Chief Executive
     Officer and Principal Financial Officer, after evaluating the effectiveness
     of  our  "disclosure controls and procedures" (as defined in the Securities
     Exchange  Act  of  1934 Rules 13a-15(e) and 15d-15(e)) as of the end of the
     period  covered  by  this  Annual  Report  on  Form 10-KSB (the "Evaluation
     Date"),  has  concluded  that  as  of  the  Evaluation Date, our disclosure
     controls  and procedures are effective to provide reasonable assurance that
     information  we  are required to disclose in reports that we file or submit
     under  the  Exchange  Act  is  recorded, processed, summarized and reported
     within the time periods specified in the Securities and Exchange Commission
     rules  and forms, and that such information is accumulated and communicated
     to  our  management,  including  our  Chief Executive Officer and Principal
     Financial  Officer,  as  appropriate,  to  allow timely decisions regarding
     required  disclosure.

(b)  Changes  in  internal  control  over  financial  reporting.  There  were no
     significant changes in our internal control over financial reporting during
     the  last  fiscal  year  and/or up to and including the date of this filing
     that we believe materially affected, or are reasonably likely to materially
     affect,  our  internal  control  over  financial  reporting.

ITEM 8B. OTHER INFORMATION.

     None.

                                    PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT.

OFFICERS AND DIRECTORS:

Our executive officer and director, and his age and positions are as follows:

            Name              Age                   Position
     ------------------     -------        -----------------------

      Adam R. Cegielski       30       Chief Executive Officer, President,
                                          Principal Financial Officer,
                                       Treasurer, Secretary and Director

                                       28
<PAGE>

ADAM  R.  CEGIELSKI  BSC
------------------------

Since March 27, 2006, Mr. Cegielski has served as our sole officer and Director.
Since  March 2001, Mr. Cegielski has been self employed as the owner/operator of
Insight  Consulting,  which is a company owned by Mr. Cegielski which previously
provided  management  consulting  services   to   IBI   Corporation,  a  company
specializing  in  mining ("IBI"), and now solely provides consulting services to
the  Company.  Mr.  Cegielski served as Vice President of IBI from April 1, 2005
until  June 12, 2006. Mr. Cegielski is a graduate of the University of Guelph in
Ontario,  Canada  where he acquired his Bachelor of Science, Honours degree from
the  College  of  Physical  and  Engineering  Science  in  Applied Biochemistry.

It  is  anticipated  that  Mr.  Cegielski will receive a salary of approximately
$3,000  per  month  for his services as the Company's sole officer and Director.
Mr.  Cegielski  will  be  bound  by  a  consulting  agreement which has not been
formalized  as  of the date of this filing. Additionally, it is planned that Mr.
Cegielski  will  continue  to  provide  consulting  services  through  Insight
Consulting  to  other  public  companies,  however  he  currently  only provides
services  to  us.

TERM  OF  OFFICE

Our Directors are elected annually and hold office until our next annual meeting
of  the  shareholders and until their successors are elected and qualified.  Our
officers  are appointed by our board of directors and hold office until they are
removed  by  the  board  or  they  resign.

SECTION 16 (A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section  16(a)  of the Securities Exchange Act of 1934, as amended, requires our
directors,  executive  officers  and persons who own more than 10% of a class of
our  equity  securities which are registered under the Exchange Act to file with
the  Securities and Exchange Commission initial reports of ownership and reports
of  changes of ownership of such registered securities. Such executive officers,
directors  and  greater  than  10%  beneficial owners are required by Commission
regulation  to  furnish  us with copies of all Section 16(a) forms filed by such
reporting  persons.

To  our  knowledge,  based  solely  on  a  review  of the copies of such reports
furnished  to  us and on representations that no other reports were required, we
are  of  the  opinion  that Susan Downing failed to make a Form 3, Schedule 13d,
Form  4  and  amended Schedule 13d filing during the fiscal year ended March 31,
2006. Based on stockholder filings with the SEC, Adam R. Cegielski is subject to
Section  16(a)  filing  requirements,  and  Mr.  Cegielski has made all required
Section  16(a)  filings  with  the  SEC  as  of  the  date  of  this  report.

                                       29
<PAGE>

ITEM 10. EXECUTIVE COMPENSATION.
                                                 Other(1)
                                                  Annual
Name & Principal      Year ended                  Compen-    Options
   Position            March 31     Salary ($)    sation       SARs     Bonus($)
-------------------    ------     -----------    ---------  ---------  ---------
Adam R. Cegielski      2007(2)      $36,000          --         --         --
CEO, President,        2006(3)       - 0 -           --         --         --
Principal Accounting
Officer, Treasurer and
Secretary

Susan Downing          2006(3)       - 0 -           --         --         --
CEO, President,        2005          - 0 -           --         --         --
Principal Accounting
Officer, Treasurer
and Secretary


*  Does  not  include  perquisites  and  other personal benefits in amounts less
than  10%  of  the  total  annual salary and other  compensation. Other than the
individuals listed above, we have no other executive employees who have received
more  than  $100,000 in compensation, including bonuses and options, during each
of  the  last  three  (3)  fiscal  years.

(1)  No  Executive Officer received any LTIP payouts, restricted stock awards or
bonuses  during  the  years  ended  2004 and 2005 and no salaries are being
accrued.

(2)  It  is  estimated  that Mr. Cegielski will be paid $3,000 per month for his
services  to  the Company as its sole officer and Director.  As of May 31, 2006,
Mr.  Cegielski  had  been  paid  $6,000 in consideration for his services to the
Company.  It is anticipated that Mr. Cegielski and the Company will enter into a
consulting  agreement  in  connection  with  his  employment  with  the  Company
subsequent  to  the  filing  of  this  report.

(3)  Mr.  Cegielski  was  appointed  as  the  Company's Chief Executive Officer,
President,  Principal  Accounting  Officer, Treasurer and Secretary on March 27,
2006,  when  the  Company's former Chief Executive Officer, President, Principal
Accounting  Officer,  Treasurer  and  Secretary,  Susan  Downing,  resigned.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS.

The following table provides the names and addresses of each person known to own
directly  or  beneficially  more  than  a 5% of the outstanding Common Stock (as
determined  in accordance with Rule 13d-3 under the Exchange Act) as of June 19,
2006,  and by the officers and directors, individually and as a group. Except as
otherwise  indicated,  all  shares  are  owned  directly.

   Name and Address of
     Beneficial Owner                     Shares         Percent(1)
-----------------------------           ----------     --------------
      Adam R. Cegielski                 40,000,000         51.2%
 90 Reynolds St., Oakville,
 Ontario, Canada, L6J 3K2

=============================           ==========       ========
  All of the officers and               40,000,000         51.2%
    directors as a group
        (1 person)

                                       30
<PAGE>

(1)  Using  78,100,000  shares of common stock issued and outstanding as of June
19, 2006, which amount does not include an aggregate of 183,334 shares of common
stock  which we sold pursuant to private placements of our common stock in April
2006,  which  shares  have  not  been  issued  to  date.

CHANGES IN CONTROL

The  Company  does  not  anticipate  any  changes  in  control  of  the Company.

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

On  March  27,  2006,  our then Chief Executive Officer and Sole Director, Susan
Downing, entered into a Stock Purchase Agreement (the "Purchase Agreement") with
Adam  Cegielski,  who  up  until  that  time  had  not  been affiliated with us.
Pursuant  to  the  Purchase  Agreement,  Mr.  Cegielski  purchased forty million
(40,000,000)  shares  of  our  common  stock  from  Ms.  Downing  for  aggregate
consideration  of  $30,000. The Purchase Agreement closed on March 27, 2006 (the
"Closing").

As  a result of the Closing, Mr. Cegielski obtained majority voting control over
the  Company,  as  the 40,000,000 shares which he purchased constituted 51.5% of
the  Company's  outstanding shares of common stock based on 77,600,000 shares of
common  stock  outstanding  as  of  March  27,  2006  (the "Change in Control").

In  connection  with  the  Change  of Control of the Company, the Company's then
Chief  Executive Officer, President, Principal Accounting Officer, Treasurer and
Secretary,  Susan  Downing,  resigned  on  March 27, 2006, and Mr. Cegielski was
appointed  as  the  Company's  Chief  Executive  Officer,  President,  Principal
Accounting  Officer,  Treasurer  and  Secretary.

Additionally,  on  March  27,  2006,  Ms. Downing resigned as the Company's sole
Director  and Mr. Cegielski was appointed as the Company's sole Director to fill
the  vacancy  left  by  her  resignation.

We  rent office space through Insight Consulting ("Insight"), a company owned by
our sole officer and Director at 90 Reynolds St., Oakville, Ontario L6J 3K2.  We
pay  approximately  $890 per month ($1,000 Canadian dollars) to Insight, for the
use  of  approximately  500 square feet of office space.  We do not have a lease
agreement  with  Insight.

ITEM 13. EXHIBITS

a)     The exhibits listed below are filed as part of this annual report.

EXHIBIT NO.          DESCRIPTION OF EXHIBIT

3.1(1)               Articles of Incorporation.

                                       31
<PAGE>

3.2(1)               Bylaws, as amended.

3.3(2)               Certificate of Change Pursuant to NRS 78.209

3.2(2)               Certificate of Correction to the Company's
                     Articles of Incorporation

10.1(3)              Stock Purchase Agreement between Susan Downing
                     and Adam Cegielski

10.2(4)              Option Agreement with Sydney

21.1*                Subsidiaries of the Company

31*                  Chief Executive Officer and Chief Financial Officer
                        Certification pursuant to Section 302
                        of the Sarbanes-Oxley Act of 2002

32*                  Chief Executive Officer and Chief Financial Officer
                        Certification pursuant to Section  906
                        of the Sarbanes-Oxley Act of 2002

* Filed herein.

b)     REPORTS ON FORM 8-K

We  filed  the  following report on Form 8-K during the three months ended March
31,  2006:

March 29, 2006  -   to report  that  on  March  27,  2006,  our  then  Chief
                    Executive  Officer,  Susan  Downing  entered  into  a  Stock
                    Purchase Agreement with our current Chief Executive Officer,
                    Adam  Cegielski,  and  to  report  the  subsequent change in
                    control which resulted from the purchase of the stock by Mr.
                    Cegielski.

We  filed  the following reports on Form 8-K during the period subsequent to the
three  months  ended  March  31,  2006:

April 18, 2006  -   to report  that  on  April  13,  2006,  we  entered  into  a
                    Letter  of  Intent  with   Sydney  in  connection  with  the
                    exploration  and  development of the Yoquivo Property and to
                    report  that  our  Board  of  Directors  had  approved a 4:1
                    forward  stock  split,  affecting  both  our  authorized and
                    outstanding  common  stock.

April 25, 2006  -   to   report  the   consummation   of   the   4:1    forward
                    stock   split,   and  that as a  result  of the stock split,
                    our   common   stock  would   be  traded   under the  symbol
                    "KGBC."

                                       32
<PAGE>

June 13, 2006   -   to  report   that   we   had   entered   into  a  definitive
                    Option   Agreement   with   Sydney   in  connection with the
                    Letter  of  Intent  entered  into  in  April  2006.


ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

AUDIT FEES

The  aggregate  fees  billed for the fiscal years ended March 31, 2006 and 2005,
for  professional  services  rendered  by  the  Company's  principal accountant,
Telford  Sadovnick,  PLLC,  for the audit and review of the Company's annual and
quarterly  financial  statements  and for services that are normally provided by
the  accountant  in  connection  with  statutory  and  regulatory  filings  or
engagements  was  approximately  $10,000  and  $7,000,  respectively.

 AUDIT RELATED FEES

     None.

TAX FEES

     None.

ALL OTHER FEES

     None.






                                       33
<PAGE>

                                   SIGNATURES

In  accordance  with  Section  13  or  15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                             KONIGSBERG CORPORATION

                           By:  /s/ Adam R. Cegielski
                               ----------------------
                           Name:  Adam R. Cegielski
                           Title: Chief Executive Officer and
                                  Principal Financial Officer
                           Date:  June 28, 2006


In  accordance  with  the Exchange Act, this report has been signed below by the
following  persons  on behalf of the registrant and in the capacities and on the
dates  indicated.

    SIGNATURE                        TITLE                              DATE
    ---------                        -----                              ----

/s/ Adam R. Cegielski          Chief Executive Officer,            June 28,2006
---------------------          President, Principal Financial
    Adam R. Cegielski          Officer, Secretary, Treasurer,
                               and Director

                                       34
<PAGE>